Shadow's Adventure: Tempo
by IceIndigo
Summary: It isn't easy being a semi-neutral in a bad guy's word... especially when everyone seems to have leverage over you. Shadow, Dark Legionnaires, GUN, Metal Sonic, and more. A fairly dark fic with lots of action. Violence, language, and suggestive themes.
1. Chapter 0: Preface

**Shadow's Adventure : Tempo**

**- Preface -**

Heya, thanks for clicking on this fic. In the plethora of painfully bad fics out there you may have not yet decided to read all XX chapters of this one yet, so let me make the decision easier by telling you what one can expect to get out of this, and at what time in the Sonic universe this story takes place. (this is also to prevent me having to make a note at the beginning of each and every chapter)

**Where and how do other characters / concepts fit in?**

The story takes place on Earth (where GUN is), not Mobius (where the Freedom Fighters reside). In this fic you will find elements from various Sonic mediums mixed together, however I primarily follow the storyline and personality of the canon from its original source, the games. What that means is some of the concepts and characters from the animated shows and movie (_excluding_ SonicX – none of that here), and specifically the Knux comics, have been twisted into the game storyline at their own expense. I have added no main characters of my own – any new characters have very minor, background roles.

For example, I like to use concepts from the original Sonic SatAM cartoon, like Dr. Robotnik's 'Ro-Bo-Machine' which doesn't seem to exit in the Sonic Adventure storyline -- but instead of it functioning like it does in the cartoon, I have written it as working more like it does in the original games. It's the same for some characters; as I am not 100 familiar with the comics, some of them may have skewed histories and personalities. Think of them as guest actors in Shadow's world.

Characters sometimes refer to their past and I have explained it within the context of the story, but in case you need it spelled out beforehand here are the two most confusing family lines:

RoboSonic (multiple game versions, mostly destroyed)

Succeeded by:

Metalla (movie version, destroyed)

Succeeded by:

Metal Sonic (game version, current Metal Overlord)

Professor Gerald Robotnik (game version, executed)

Is the father of:

Doctor Julian Robotnik (SatAM version, presumed deceased)

Is the father of:

Doctor Ivo "Eggman" Robotnik (current dictator of Robotnik Corp)

**How do the newer games fit in?**

There are spoilers for everything in this fic, so if you haven't played all the games yet, be warned. When I originally started writing this fic in 2004, I had played all the games up to Sonic Heroes, and was elaborating from there. When I learned about the Shadow game that was going to be released, and saw what it was, I lost my enthusiasm for this fic and let it rot for _four years_ at chapter 12, chapters 13-14 being partially complete. That seemed to make more than one person upset so I vowed to one day continue it. As of 2008 where I regained my muse and continued from chapter 12, I still have not played Shadow's game, though I have played the 2006 Sonic game. I will likely not take into account what happened in Shadow's game, being the embarrassment that it is.

**What about those lyrics?**

Most of the lyrics used are from the Sonic games, some are not, but all are credited so you know where they're from. Since I started this I learned about something called a "songfic". Some of the chapters, especially earlier ones in this fic use lyrics, but it's not prevalent throughout the story so I _don't_ consider this a songfic. Typically lyrics are used in transitional parts where not much is going on, to help you feel the emotion and rhythm of the situation. If you read it you'll see.

Disclaimer:  
This is fan fiction. I get no money from this fic; I do it as a labour of love for the Sonic series.

Formatting:

"Dialogue" Has double quotations.  
'Thoughts' Have single quotations.

The rest you can probably figure out on your own. Sometimes when uploading, certain characters like quotations, stars, percentage signs, and whatnot are removed in the format conversion. I do my best to catch errors like that. When I first started writing this I was obsessed with ellipsis "...". I have gone back through as much as I have time for and removed the excessive amount.

Finally: Constructive critique is fine, even very much appreciated if you find inconsistencies or spelling errors.

That all out of the way, enjoy. The Sonic series is very special to me; I have been playing the games since Sonic 1 when I was only four years old! I like to true to what Sonic is –fast, fun, free – but just keep in mind that this fic is about Shadow.


	2. Chapter 1

**Shadow's Adventure : Tempo**

**Chapter 1**

Two months after the Finalhazard was defeated. Two months after the ARK had been disabled. Two months after Shadow had fallen to a supposed death.

Though with beings who can travel at the speed of sound, a lot can happen in just two months.

_Head straight for your goal by any means,_

_There is a door that you've never opened,_

_There is a window with the view you have never seen,_

_Get there, no matter how long it takes…_

**Swoosh… swoosh… swoosh… swoosh…**

Nighttime in the badlands of an unknown country on Earth. No humans for miles in every direction. No light pollution to block out the billions of pinpricks of lights in the sky. The air is lukewarm and crisp.

**Swoosh… swoosh… swoosh… swoosh… **the soft, rhythmic sound of Shadow's hover-sneakers beat once more against the ground. How long had it been, since he was free to run, free to fly across the ground at incredible speed?

Effortlessly, Shadow quickened his stride as he approached a ledge. He left in his wake long, dusty arcs in the sand from the force produced by his shoes. When he reached the edge of the cliff, he coiled his legs and pushed off into the night sky, all in a fraction of an instant, and let himself fall. He closed his eyes and felt the warm night air, remembering the last two months…

_Oh dark, the darkness that dozes in the dusk,_

_Throw it all away._

_No one can break you, nobody can tear you,_

_You live an endless life forever…_

Two months ago, when Shadow fell to Earth, thinking his life's purpose had been fulfilled, he had not remembered one thing; he was the Ultimate Lifeform. Now, the Ultimate Lifeform cannot simply be destroyed by a mere fall through the atmosphere and into the sea – even though a fall from that height would certainly kill any other life form, including his greatest rival, Sonic the Hedgehog.

The fall had broken his back, shattered his right arm, but amazingly not much else in terms of major injuries. The pain would have been incredible if he had been conscious during the last few minutes of the fall. Thinking of being reunited with Maria, he had drifted into a peaceful trance, and eventually sleep.

When he awoke, he had found himself beached on a rocky, medium sized island off the coast of an equally rocky shore. It was early morning, date unknown. Shadow felt no pain, and there was no injury.

'Is this… is this… the afterlife..?' he thought, as he lay motionless on his back, staring up at the blue sky. The brightness hurt his eyes, so he looked to his right. A small crab scuttled across a jagged rock nearby.

'No…' he narrowed his eyes in angst, 'This isn't right.'

This certainly wasn't an afterlife, it was Earth. He turned his head back to the sky, which shone as blue as Maria's eyes.

Suddenly, a wave of frustration and anger rippled through his body. He curled into a ball and tore around the island several times, his rapid movement creating a small dust devil. He stopped on a dime at the highest point on the island and hovered there, eyes ablaze with fury as he shouted at the sky, gloved hands clenched into fists.

"Was that not what you wanted?! Why do I still need to be here?! What purpose do I serve?!"

He took in a deep breath to even his breathing, unclenched his fists, and then looked at the ground. While staring down at the ground, he leaned forward slightly and shifted his feet so that his hover-shoes slowly rotated him in place, "I don't understand…" he whispered, then with head still down, glanced up at the horizon 'Why must I be stuck on this pathetic planet? I was all ready to die and now this happens. What is my _purpose?_'

Professor Gerald Robotnik had explained to Shadow that his purpose in life was to watch over the ARK and its inhabitants, and to seek vengeance over mankind if anything were to happen to them. Shadow had taken a shine to Gerald's granddaughter, Maria, as she was the only person Shadow felt was truly selfless – a rare quality in humans. She was also the only person who was willing to spend time teaching him how to live life – something that is not instinctive to an artificial life form. Shadow had vowed to return the selflessness by protecting her personally with his life. Unfortunately, as the story goes, it was Maria who saved Shadow with her life.

Now that ARK was probably beyond repair, Maria passed away, and the humans taught a valuable lesson, Shadow was at a loss of what to do. He had even obeyed the echo of Maria's voice in his head; "_Give them a chance to be happy…_"

"Maybe there was more… more I wasn't told…" Shadow slowly raised his head, a serious look still frozen on his face, and looked towards the mainland, "Yes. I must still have a purpose… a reason to be here."

With a twitch, he broke away from the island and spun towards the mainland. When his feet touched the floor of a jungle, he took off running towards what he felt was magnetic north. If he remembered correctly, he had fallen somewhere off the coast of South America. Shadow had once heard Professor Gerald speak of his son, Dr. Julian Robotnik, building a hidden base deep in the rainforest. If Shadow could find that base, he could probably find Gerald's grandson, Dr. Ivo "Eggman" Robotnik, through the Egg-Network. Being one of the last remaining relatives of Professor Gerald, Shadow knew Eggman would have answers.

As Shadow cut through the jungle, the jungle cut back. Sharp thorns, branches and leaves sliced at his arms, legs and face until scarlet-colored blood began to ooze from the wounds. Insects and debris stuck to his dampened fur as he ran.

_I believe in my future, farewell to the shadow,_

_It was my place to live, but now I need your hand._

_Lead me out with your light, I have breathed in,_

_The disgusting air of darkness, but I never lose out._

Even moving at full tilt, it took Shadow the rest of the daylight hours to find the hidden base. The base had not been used for at least twenty years – since the forced retirement of Dr. Julian Robotnik – and the lush jungle had closed over the base, healing the great metal wound that had been cut into the ground. The only way Shadow had found it, was by a long metal antenna he had nearly collided with, that was sticking out of the weeds.

As he searched in near darkness for a way in, hovering to inspect a section of the roof, then darting to another place, Shadow began to have doubts, 'This place is ancient. There may not be adequate technology to contact the Doctor.' Shadow's hover shoes powered down, and he gently touched down on the roof while brushing off insects clinging to his fur, 'Looking for an emerald to warp may be a better—'

**CRUNCH!** Shadow's leg broke through a rusty segment of the base's roof, and he fell backwards. Surprised, he looked blankly at his missing leg for a moment… just long enough for the entire segment to collapse, taking Shadow with it. In the split-second it took to fall through the roof, Shadow righted himself in mid air (with the cat-like agility that Big sorely lacks) and made a perfect landing on all fours amid the debris. Flakes of rust and leaf litter landed on his head and quills, but he paid no attention. With his usual scowl, he strained his ears to listen, but there was only silence. There was no power in the base, not even one mechanical buzz or beep. Yet regardless of the base's outside condition, the inside seemed completely intact.

Cuts and scrapes still stinging, Shadow began to move through the base. He glanced at his arm for a moment; there was a long, shallow cut from elbow to wrist – an extension of the red streak already on his arm – that was particularly irritating, but he forced himself to focus on the task at hand. As he moved further and further away from the place where he had broken through the roof, it became noticeably darker. It took a few seconds for his eyes to adjust, and it's a good thing they did, too. Shadow slid to halt, "Humm?"

Standing before him only a few meters away was a guard robot, but it didn't look like any robot Shadow had ever seen before. For one thing, it was tall and very humanoid. Eggman's security robots were usually short, stubby things.

'Of course it wouldn't look the same… different creators use different designs.' he reasoned. The robot was powered down like the rest of the base, so Shadow saw no threat in the laser rifle it carried. He regarded the weapon for a moment, and then moved on.

After taking a sharp turn, the corridors widened. He began to pass many doors and hallways that branched off in every direction. Not knowing where he was going, Shadow decided to stick to the main hallways instead of searching every room, for now.

'…besides,' he figured, 'I can run faster this way.'

The main corridor soon ended with a stairway on his right. Doubling his speed, Shadow leapt onto the left wall, sprung onto the railing, and started to grind down the rail. When he reached the bottom, he found he had landed in a room with an uncomfortably low ceiling – just low enough that his highest quill scraped the cement. The air was cold, dry, and smelled of electrical equipment. There was a red light illuminating the room.

"What luck…" Shadow smirked to himself, 'The main power switch should be in here somewhere.' and he started to walk towards the back of the long, claustrophobic room.

The power room was designed so that small robots could operate the equipment. Even with the red light, it was too dark to make out the details in the machines, but Shadow could sense that there was high-voltage within each unit he passed, just waiting to be released; his short black fur was standing on end. There were unmarked buttons, switches and levers littered here and there, but having lived in a mechanical world most of his memorable life, Shadow knew none of those were the ones he was looking for.

Something caught his eye and he stopped. To his left was a small round robot with caterpillar wheels, and sharp but fragile looking arms ending in several digits. The chromed inscription on the side read: '_ROTOR-002'_

Shadow looked behind him and spotted another of these robots. In fact, squinting through the dark back down the narrow path he had walked through, there was a _ROTOR_ for every electrical unit.

'No problem, I could take them.' Shadow thought as he continued to search for the main power switch, 'Pathetic outdated machines are no match for the Ultimate Life.'

At the far end of the room, a dim white light illuminated several rather large, numbered fuse boxes. Shadow tore off the cover to '#1' and pushed the lever up. With much mechanical noise and sparking, a section of the room lit up and began to move. The _ROTOR_ bots of that section came alive and began to work; pressing buttons and flipping switches spontaneously. A female computerized voice said coldly "_Central Computer. Activated_."

Pleased with this result, Shadow dashed from box to box, tearing off each cover, and then pushing up the lever. Each time a switch went up, a section of the room would come to life.

"_Lighting. Activated. Roboticizor. Activated. Communications. Activated_." the computer voice struggled to keep up with Shadow's actions.

'Communications… perfect. That's all I need.' Shadow stopped with gloved hand poised to flip the last lever.

"This seems almost… too easy…" He said aloud as was about to leave it un-switched, but then thought 'Why not..?' and pushed the last one up.

"_Defense and Weapons. Activated._"

Shadow swore rather loudly...

"_Intruder detected. Power room infiltrated. Initiating emergency lock down._"

…and dashed full tilt out of the room, crashing though one of the dwarfed robots that unknowingly got in his way. He flew up the stairway and down the corridor, just as a three-foot thick, steel door hit the ground with a thunderous rumble, sealing off the power room. Hover shoes ablaze like the afterburners of a jet, Shadow slowed, did a small rotation in the air to stop, then hovered to listen. It was quiet, then…

"_Intruder detected in corridor B-46. Guard robots to intercept_."

Shadow cursed himself for his mistake, muttered to the base, "So that's how you want to play…" and tore down the next hallway. He sprinted down hallway after hallway, trying to locate the heart of the base where the main computer and controls would surely be.

"_Laser turrets deployed_."

Shadow almost lost his balance as he swerved violently to dodge an intensely bright red dot, racing towards him on the floor. A laser turret had descended from the ceiling at the end of the hallway.

The weapons used by this base's defenses were not like the ones Eggman's used – these were now considered primitive style, where instead of the weapon firing segments or beams of hot energy, it fired a continuous, invisible laser that could only be traced by watching it's end point or if the room was dusty – essentially a _very_ powerful laser pointer. Shadow remembered there being weapons like this on ARK when he was with Maria…

"Gahhh!" Shadow put a hand to his left shoulder. He had foolishly let his mind wander, and allowed the laser to make a neat round burn in his flesh, "You'll pay for that one." he muttered, preparing to curl into a ball for a spin dash, "TAKE THIS!"

There was also… another memory involving lasers… one he couldn't quite place.

The turret exploded as Shadow's twisted spines sheared through the metal. As he slowed his spin, he spotted guard bots heading his way. They were identical to the one he saw on the way in. They opened fire just as Shadow's hover shoes pushed him out of the spin and off a wall.

"Just watch this!" Shadow hopped from wall to wall almost instantaneously, dodging streams of laser. …but it was so hard to see! Shadow let out a cry of agony as he accidentally touched a beam of laser in mid-jump. This time it burned a sizzling streak of red across his side.

The guard bots had not moved from their position at the end of the hallway, and were still aiming to slice Shadow in two. Small, blinding red dots danced across all surfaces, as Shadow flipped and spun his way quickly towards the enemy. He felt the intense heat of a laser graze his forehead, and another raked his leg.

'Damn these robots!' Shadow dropped to the cold metal floor, then using all his speed, rocketed towards them, hands outstretched, ready to tackle the leader. He was a second away from making contact, when a laser went clean through his right hand, making a **POP** sound as it burned the hole. Shadow stifled a cry, then pushed off the ground and rammed the lead bot into the wall. It sparked a bit, went limp, and fell to pieces, leaving behind a large dent in the metal wall. The three other bots were slow at rounding on Shadow with their laser rifles, and so were easily taken out one by one with Shadow's aerial spin attacks.

"I've had enough of these games." grumbled Shadow, surveying the damage he had caused and cradling his bleeding and injured hand. It throbbed with uttermost pain, but Shadow knew there was no time to stand around and whimper about it, even as he felt his right eye tear. The laser had initially burned the wound shut, but Shadow's rapid attacks on the other bots had re-opened it.

He lightly kicked the head of one of the robots and turned it over with his good hand. A small inscription read '_SWAT'_.

"SWAT-bots… Humph…" Shadow threw it away and started to run down the hallway again, ignoring his bleeding hand, which dripped a trickle of blood on the floor with each stride he took. Two more laser turrets fired at him, but now knowing their attack patterns, he easily took them out.

Suddenly he could feel the pain again; from his shoulder, his side, his leg, and especially his hand. Shadow shook it off, noticing something important coming up, and took a 90-degree turn down a brightly lit hallway with a red carpet. He slowed to a jog. The hallway was highly decorated; ridiculous pictures of an Eggman-like figure in heroic situations and poses hung on every surface. There was a bust of what looked like Professor Gerald Robotnik, and a stone stature of what looked like a primitive robotic Sonic. The inscription on the statue read: _'Mecha Sonic Model No. 25'_

"_Intruder attempting to enter central command room. Deploying maximum defenses_." the computer voice again.

Shadow poured on the speed, hoping to make it to the door at the end of the hallway before the 'maximum defenses' were deployed. As he skated along, pictures, statues, compartments in the ceiling and floor opened up to reveal more laser turrets. Security doors made booming echoes as they closed in sequence behind him. The turrets were slowly tuning towards Shadow to aim, and a security door ahead threatened to close before he could make it. Shadow lowered his head, sharp red eyes burning with determination. The turrets fired, but they were too slow as Shadow slipped under the security door, which soon reached the ground with a solid, heavy, metallic bang. His hand left a bloody smear as he used the wall to help himself up.

Before him lay the double doors to the central command room. They were medieval looking, silver-white, and had silver handles. Using his left hand, he pushed the lever down and unceremoniously flung open the door. What he saw was not an impressive sight, as the near-pristine hallway may have led one to think.

The control room was small, dusty, and full of cobwebs. Shadow stepped inside and looked around slowly. The computers were on, some monitors showing the path of destruction he had created, some flickering with static, some showing the outside of the base, and one showing…

**BANG!**

Shadow whipped around. The door behind him had slammed shut, and a figure lunged from the darkness. Shadow leapt back.

**TSEWWW!** A bright beam of light hit the ground inches away from Shadow's feet. It was another SWAT-bot, but this one seemed more advanced. It wielded an energy pulse gun. The bot fired again, but Shadow was ready and it missed once more.

"Think you can outsmart me, huh? The Ultimate Life?" Shadow feinted right, and then dodged left to avoid more blasts from the gun. Swiftly he made his way close enough to body check the bot into the nearest wall. It simply fell apart at the joints.

"Fragile things… they sure don't make them like that anymore." Shadow said seriously as he caught his breath. Even with the incredible amount of endurance he had, all this non-stop fighting and running was proving to be tiring, especially since he was accumulating more and more injuries, and didn't have an emerald on hand to warp.

Turning his attention back to the monitors, he approached what seemed to be the main computer. It had a primitive touch-screen keyboard, not holographic like the ones Dr. Eggman had in his ships and bases.

Using the knowledge of computers he had learned from living on the ARK and working for Dr. Eggman, Shadow accessed the computer.

"First things first…" he muttered as he typed.

"_Defense and Weapons de-activated_."

Shadow could hear the security doors in the hallway behind him opening, and hundreds of other mechanical clicks through the ceiling and floor as the base relaxed its defenses.

From there, Shadow found a way to access the Egg-Network. A map of the world popped up on the main screen (which was several feet larger than the rest), with small icons representing the location of various ships and bases that Eggman and his ancestors had built. There was even a faded icon indicating where the Egg Carrier lay in ruins. There were also small colored dots moving very slowly around on the map, but Shadow only paid attention to one; The green one with Eggman's symbol floating over top. It was inside a rather large icon of a ship. He touched the ship's icon.

"_Contacting Dr. Eggman. Egg Fleet Headquarters._"

Shadow crossed his arms and waited. After several moments the screen went blank, then showed a vaguely familiar face. …but it was not Eggman.

"Who are you? What do you want? And where the _hell_ are you contacting me from?!" said an empty, metallic voice. The face shown was strikingly similar to the stone statue of the robot hedgehog out in the hallway, but this one looked much more advanced. Its spines were very long and sharp, and its eyes were glowing a freakish orange that could match Shadow's sharpness any day. "Well?! Speak, fool!"

"I am Shadow. Shadow the hedgehog. Where is Doctor Eggman? It's none of _your_ business." Shadow said strongly as he listed his replies to each question.

"Eggman is… _busy_." the robot smirked as he put extra emphasis on 'busy'.

"I don't have time to talk to an elaborate answering machine," Shadow scowled impatiently, and reached to cut the robot off.

"Hey! No! Wait! Do you know who I am?! I mean… You're the Ultimate Life? Am I correct?"

"Yes. Now get Dr. Egg--"

"How can you be--"

Irritated with the interruption, Shadow cut the connection. He glanced at the other screens. 'Now what?' he thought, 'The Doctor's answering machine won't let me through…' Then something caught his eye; a blue blur on one of the screens. Shadow walked over to take a closer look. It was Sonic, running aimlessly around as usual.

"Hello… _faker_." Shadow leaned closer to the screen, "So… you survived as well…" Shadow watched as Sonic broke the sound barrier in a series of booms. Judging by Sonic's inattentiveness to the camera, Shadow figured that it must have been secretly filming him. …but _who_ was filming, and _why_ was it showing this on the monitor now?

Shadow did respect Sonic as an honorable fighter and worthy rival, but he did not consider him a friend.

Shadow returned to the main computer and accessed the information on that monitor. The signal was coming from a satellite orbiting the Earth. It was a live feed. The screen showed the exact co-ordinates of the hedgehog wherever he may be, currently as he sped around the deserts of Arizona. The numbers and letters or his co-ordinates changed rapidly as he suddenly broke northeastward.

'So… this was Doctor Robotnik's tracking device.' Shadow thought the idea was brilliant; to know the location of your foe at all times is a luxury for any self-respecting villain, 'I wonder if Doctor Eggman has the same thing?'

He didn't get to wonder very long, as the main screen suddenly lit up in red with the words 'INCOMING SIGNAL. STANDBY FOR CONTACT.'

"_Incoming signal from Doctor Eggman. Egg Fleet Headquarters._" said the computer voice coolly.

Shadow watched, not amused, as Metal Sonic's face appeared on the screen again.

"Shadow! Listen to me! I need you to come to the Egg Fleet immediately! I--"

"I was going to come anyway, seeing that you won't let me speak to Dr. Eggman. But why would _you_ need me to come to the egg fleet, answering machine?"

"I am _not_ the answering machine!" roared Metal Sonic, "I am--"

Shadow cut off communications again.

'There's nothing here for me. What a waste of time…' Shadow thought in annoyance as he turned to leave.

The floor around him suddenly exploded, sending shards of metal and blocks of concrete into the air as he fell through. Shadow lay amid the debris for a moment, then came to his senses and shot to his feet.

"Got. Ya." too late. A cold metal hand clamped around Shadow's neck. It was the real life version of primitive robotic hedgehog statue. "You. Cut. My. Master. Off. That. Was. Not. Very. Nice."

Shadow burned with fury as he tried to release himself from the grip, but it held fast. Metal Sonic must have found a way to activate his older 'twin' through the Egg Network. This one looked exactly like a robot version of Sonic.

"Well if it isn't another answering mach—"

"Shut. Up. I. Am. Sonic. The. Hedgehog. How. Dare--"

"Oh. Just another faker then." Shadow suddenly found his strength and kicked the robotic Sonic in the chest. Mecha Sonic released his grip and Shadow landed on his back on the floor, but he quickly flipped to his feet. Mecha Sonic was just getting up.

"I don't have time for fakers." Shadow turned on heel and skated down the hall as quickly as he could without running into walls as he turned. He was certain this faker would peruse, as robots don't exactly give up on their orders.

Trying to find a way out of the maze-like hallways, Shadow turned right every time he had the choice; hoping to keep from getting lost. Hallway after hallway lined with doors which led to computer rooms, storage rooms, utility rooms, and only Robotnik knows what else. Shadow could feel beads of sweat on his forehead; he had been running for at least twenty minutes straight now, not including the hour he had spent turning on the power, dodging defenses, and getting to the control room. Realizing all this, he stopped. Important things were probably whipping by as he ran. Shadow could feel the heat radiating off his shoes. He looked around. Even though he had turned on all the power in the building, the lighting was very dim here. His pupils were so wide that the red of the iris was no more than a sliver.

Walking now, Shadow moved down a small side hallway he had not noticed before. It led to a large, vault like door. It was unlike any other door he had passed. Trying the handle, Shadow found it locked.

'Damn.' thought Shadow, '…this looks important. Maybe a door to the outside or an escape tunnel.'

**BAM!** A large dent appeared in the vault door. Someone or something had hit it from the inside. Shadow regarded the dent for a moment, and then stepped back.

**BAM!** Shadow took another step back as another dent appeared in the door.

Then with a smash, the vault door flung open, and the robotic Sonic flew right past Shadow. This robot had feet that seemed to be an outdated version of the technology used in Shadow's own shoes. The robot's feet had wheels imbedded in the bottom, with two jets in the heel to propel it effortlessly forwards.

"Ha. I. Found. You." Mecha Sonic droned as he turned to attack Shadow in a powerful leap.

"Good thing, too." Shadow said calmly, as he entered the room the vault door was guarding, and slammed the door behind him, right in Mecha's face.

**THOOOM!** Sounded the thick metal door as a distinctly head-shaped dent appeared on the side where Shadow was standing. Mecha had collided with the closed door head first. Considering this, Shadow barred the door with a broken lead pipe nearby, and then turned to face the room. He took a step back.

"What the!?"

The room was enormous; big as an airplane hangar with its high domed ceiling and warehouse like scaffolding along the sides. There would have almost been enough room for Shadow to attempt breaking the sound barrier, had the room not been filled with a strange, severely damaged machine, and hundreds of eight foot high, metal capsules.

Unknown to Shadow, the damaged machine was Dr. Robotnik's infamous Roboticizor – the terrifying, horrible machine that turned flesh and bone to steel and titanium. Life forms trapped in a metal capsule go in one end, the machine makes the transformation, the capsule comes out the other end, and then when it was time for the robots to begin their service, the large lever on top would be pressed, and mindless servants would pop out. The machine wiped out the victim's free willpower, and replaced it with complete and undying loyalty to the ruthless dictator of the time, Dr. Julian Robotnik. Unlike Eggman's technique of simply trapping animals in robots to harness their energy and intelligence, any animal roboticized with this machine would not be released with defeat. They were doomed to serve evil for the rest of their days.

Of course, Shadow did not know all of this having been in suspended animation around the peak of Dr. Robotnik's terror. So he simply stared in awe at the machine while the robotic Sonic rammed the door behind him, trying to break it down while leaving more dents.

"What is this machine?" he said softly to himself, "…and these containers… what's inside? Weapons?"

Shadow's good hand went to his arm where the irritating scratch had been… but there was no more scratch.

"Wuh?" he glanced down at his arm where it had been. It was gone, not even a trace of the scratch was left. All the other minor cuts and scrapes had healed, as well as the burn on his side and leg. Shadow looked at his injured hand; the wound had stopped bleeding and was starting to close.

"This doesn't make sense…" he stared at his hand, concentration only broken as the robot Sonic broke through the door.

"You. Can. Not. Escape." it droned, then rocketed aggressively towards Shadow.

"It's time to put you away." Shadow turned towards the robot Sonic and light dashed towards it. In an instant, the two collided in mid-air, sending dust and debris flying out in all directions. Shadow had no doubt in his mind that he could beat this creature. Unfortunately, the robot also had no doubt in its mind that it could beat Shadow. Heads and shoulders pressed together as Shadow skated and Mecha rocketed side by side, they flew down one the side of the room at great speed, eye to eye, each trying to push the other into the wall. Shadow grew impatient and broke away for a moment, and then returned double speed to slam the robot into a pipe traveling vertically up the wall. Mecha didn't even flinch, though one of his razor sharp quills was slightly bent. Shadow hovered up and landed on one of the capsules as Mecha Sonic got to its feet.

**POP!** "Huh?" The capsule's top sank under Shadow's weight, surprising him, and the sides popped open. Before Shadow got a chance to recover and take a good look at the inside, Mecha circled around back, spin dashing Shadow from behind. Shadow flew through the air and slammed into the top of another capsule, popping that one open as well. He didn't bother wasting time trying looking inside this time.

"What a coward! Attacking from behind!" Shadow did his own spin dash and spun towards the robot. The robot leapt into the air and landed some distance away on another capsule, which popped open. Shadow didn't stop moving – when he reached the capsule where Mecha had been, he simply grabbed the edge and flung himself around and into another spin dash, barely losing any momentum in the process.

Mecha Sonic did his own spin dash and flew towards Shadow. They met in the air, but the robot was easily mowed over by Shadow. Mecha Sonic fell and landed on its back on another capsule, which popped open. Shadow stopped spinning and flipped himself right side up, hovering in the air for a moment and smirking. He said nothing as he shot down, aiming to finish the metal hedgehog off. At the last moment, Mecha dodged Shadow's slam and landed on another capsule, which popped open. Mecha flew into the air, preparing to mimic Shadow's last attack. Shadow, getting annoyed, bounced from capsule to capsule, popping one after the other open. Mecha couldn't get a clear target as a result, and so remained suspended in the air, trying to follow Shadow with its cold robotic eyes the best it could. Shadow was a black and red blur as he shot around the room. Quicker than the robot could think, Shadow suddenly bounced up to strike. Shadow's spines hit the Mecha Sonic in the torso, and jaggedly sliced him vertically in two, where he exploded in a flash of orange and red light. The force of the small explosion popped most of the remaining capsules open.

"I am the Ultimate Life. Remember that." Shadow said, knowing his decimated foe couldn't hear. He landed on the ground beside the roboticization machine and looked back at the cloud of smoke and debris where the robot had been destroyed, "Humph… that was too easy."

Shadow looked up at the strange machine this time. It was crude and ugly, especially since it was so badly damaged. Wires and twisted metal littered the floor around it. Shadow noticed that there was one of the strange capsules half in and half outside of the machine, and was about to take a look, when he sensed something straight above him. His head whipped up to look. It was pulling him, and it was strong.

"There!" he pointed at a spot above, curled into a ball and blasted straight up and through the ceiling. When he uncurled he found himself standing in a storage room, straight in front of the white Chaos Emerald which was sitting on a crate. The emerald's energy lit up the room. Shadow smirked. It was just what he needed.

"Not such a waste of time after all."

Shadow reached out and grabbed it with his right hand. Just as he yelled "Chaos Control!" he noticed that there wasn't a single mark on his hand. It had completely healed.

Shadow disappeared.


	3. Chapter 2

**Chapter 2**

**EEEP! EEEP! EEEP! EEEP!** An annoying and persistent alarm sounded at the Egg Fleet headquarters.

"What's wrong now?" Metal Sonic slammed his fist down on the control panel of the central computer in frustration.

**EEEPEEEPEEEPEEEPEEEP!** The control panel sparked as the alarm sounded off even faster and louder.

"Shut up! _Shut up_!" with lightening speed, his claw-like metal digits flew across the panel's various holographic buttons.

"Press the blue, then hold the green button!" Dr. Eggman's voice came from a holographic screen above and to the right of Metal Sonic's head, "You buckethead! Aren't you listening?!" he shook his fist at the screen, a vein beginning to protrude on his temple.

Metal Sonic found a blue button and pressed it. The emergency fire sprinklers came on in the room from where Dr. Eggman was speaking. Metal Sonic smirked as a soggy Eggman cursed and shouted at him through the screen while stumbling about the room to escape the cold water.

"Not that one, you imbecile! You… you—!"

"You would think that I'd know how to operate this machine, being one myself." sneered Metal Sonic, returning his gaze to the controls, "Now be a good doctor and _hold your tongue_." Metal Sonic waved his hand over the screen and it muted, cutting off whatever Eggman's comeback was. Eggman flailed around in the sprinklers in front of the camera, trying to get Metal Sonic's attention.

The alarm was still sounding, but Metal Sonic was not trying to turn it off, as irritating as it was. He wanted to know what was wrong first.

"Where is it coming from?" Metal Sonic's claws danced across the holographic key panel once more. A screen popped up to the left of the one showing a furious Eggman, who was now trying to stop the sprinklers by banging it with a pipe wrench. The new screen showed a very large, dark room, with hundreds of broken capsules and mechanical debris everywhere.

"What is this?!" Metal Sonic hissed, as he tapped the panel with one claw, impatient. He could see out of the corner of his L.E.D. lit eyes that Eggman had successfully broken the sprinkler, but had also opened up a water pipe in the process, drenching the room even more, and threatening to drown its prisoner. Metal Sonic had taken over the Egg Fleet and sealed Dr. Eggman in a storage room.

The new screen seemed to show nothing interesting. Metal Sonic tried to think of why the E-Net wanted to show him this. The system was flawless, it couldn't be an error. Metal Sonic grabbed a holographic joystick and pushed it forwards. The camera slowly zoomed in on the debris.

"No…" Metal Sonic's freakish orange eyes widened, "It can't be!"

The camera zoomed in close to a robotic arm. Mecha Sonic's arm. It was hanging by a severed wire on one of the capsules.

"_It_ _can't be_!" Metal Sonic hovered up to the screen and stared hard at it, "My brother! What has he done to you!"

Metal Sonic had called upon his 'brother', the older model of himself, to disable and capture Shadow. He was trying to collect the life data of each of Earth's most powerful life forms (that would be Sonic, Shadow, Chaos, and the like), so that he could upgrade himself and finally take over the world for his own purposes, without Eggman. Mecha Sonic had failed. This was both good and bad news. Good, because now Metal Sonic had a general idea of just how powerful one of his targets was.

Metal Sonic hovered to the ground and started pressing buttons. He spoke to the computer directly, "Send four utility bots to the Hidden Egg," he punched in the co-ordinates, "…bring back all traces of this robot," he punched in the identification number, "…to this location." he punched in the co-ordinates of the Egg-Fleet HQ.

"_Scanning_." said the cool voice of the computer, "_Location and orders confirmed. Deploying units requested_."

Metal Sonic looked out a nearby window. The rest of the Egg Fleet was crowded around, ready for action. Ready for Sonic.

"You insolent fool! Release me from this room at once!" Eggman had finally stopped the flow of water, and had somehow found a way to un-mute the camera from his end, "You'll never be able to stop Sonic alone! Single-handedly, no one can! That's why I created you! I—"

"You created me to help you and your thousands of minions incapacitate Sonic once and for all." Metal Sonic's eyes snapped to the screen, and he spoke in an annoyed tone, "…but you made me too intelligent for that. I CAN defeat Sonic alone, and you know that, liar. I kept you alive… to show you... To show you what I'm made of. It is _you_ who should take orders from _me_!"

Another vein in Eggman's head twitched. He _was_ lying in desperate hopes that Metal Sonic would release him from his prison, or at least give him some control over the situation. He knew at the moment he was powerless to stop Metal Sonic should he decide to take his life. Powerless. Utterly Powerless. _Weak_. He had to beat Metal Sonic with his intellect before that time came. _If_ it came.

"I can see your fear… you want to be the one to deliver the final blow to your greatest enemy before your own time is up." Metal Sonic relished the moment of having so much power over the being that created him, "Too bad. I don't need you anymore, creator."

"_What you're made of_… You're made of steel, titanium, and silicon, Metal Sonic. You may be strong, you may be fast, you may be super-intelligent, but you will _never_ defeat Sonic alone. For one thing, you've become too stubborn, too arrogant to see your mistakes." Dr. Eggman stared hard at Metal Sonic through his dark glasses, "Sonic… He has something that I cannot create." Eggman raised his own hands and looked at them, "…not even you, my greatest of robots, have it." then lowered them and muttered under his breath, "Only my grandfather was capable of it."

"…and?" Metal Sonic's interest was peaked, "What is this that Sonic—?"

Static. The screen went snowy and then blanked out. It seemed that water had seeped into the camera and shorted it out.

"Huh! Never mind… I have better things to do than listen to a rambling _human_." Metal Sonic put extra disgust on the word 'human'. Thinking about what Eggman could be holding back, he then changed his mind, went back on his words, and scrambled to get the camera back on-line. After a few seconds, the screen flickered back on, but the picture was choppy. Dr. Eggman was now sitting on a crate, wringing out a sleeve as he waited.

"Speak." Metal Sonic said coldly.

"Sonic has the ability to make instant and spontaneous decisions. It's like an instinct… no matter how random or instant an action may seem, you robots are always calculating before every move; trying to find an exact answer. When there is no exact answer to your calculations, even robots with sophisticated artificial intelligence, such as yourslef, will simply freeze up, stop working, _choke_. Even if just for a moment, it is enough to get you killed. Older robots get so worked up, that they sometimes overheat and explode. We Robotniks wanted our machines to counter these illogical and unforeseen situations. To compensate without having to calculate. To make them less… linear… and predictable."

"You wanted to make us more… alive?"

"Yes… we wanted to give you true intelligence. _Intuition_. Minds real and quick enough to counter Sonic's every move without having to think about it." Eggman wrung out the left side of his moustache, then continued, "You may think you are fast enough to counter Sonic's every move, but think back to all of your predecessors."

There was a silence as Metal Sonic went back through the data all the previous Mecha Sonic models, which had been given to him by Eggman in hopes that he would not make the same mistakes as the others.

"They've all failed – they were slow in responding as you've always said."

"…but there must be one that stands out." Eggman suggested.

Metal Sonic thought in silence again.

"Metalla…." he said finally.

"Yes… you remember him now? Hold that thought. I have… well, my father and I, have tried to overcome this 'artificiality' in robots by entrapping life forms inside. Having the creatures lend you robots the 'natural instincts' and unlimited free thought that you do not have. …but it never worked. We found that the desirable instincts and thoughts were interconnected with the ones we did not want our robots to have, such as," Eggman glared at Metal Sonic, "…_blatant disobedience_… self-preservation, honor, mutiny, and love for a fellow creature." Dr. Eggman looked over his round, dark glasses, directly at Metal Sonic, "Metalla had free thought. Real intelligence. He was the first of you I made that way. Oh yes, he beat Sonic within an inch of his life… but he still failed, because I could not remove those undesirable inclinations."

"Sonic… tried to save Metalla… but Metalla destroyed himself. You showed me the video. I never did, and still don't understand either of their actions."

"Exactly. In your mind, Metalla should have grabbed Sonic's arm and thrust him into the lava below, correct? …but he didn't. …and you don't understand why, because you are incapable of feeling the way they did at that moment."

Dr. Eggman let that sink in, and then went back to talking about the purpose of animal enslavement.

"So instead we decided to erase the free willpower and thought of the creatures and go for quantity instead of quality. Having the life forms supply energy for the artificial intelligence of the machines instead of taking the risk of letting them have their 'instinct'. It saved us a heck of a lot of supplies."

"So… how does all this apply to me? How can I acquire this… _intuition_…"

"You cannot. You have the most sophisticated artificial intelligence available in this time, and upgrading you would destroy what you have become. You would be a completely different robot." Dr. Eggman shook his head, "However, there is a machine like Metalla, only better. One with _real intelligence_. …and you can use it to your advantage. With the right moves it could be under your command."

"Tell me!"

"Let me out of this room and I will tell you." Dr. Eggman was pleased; he now had leverage.

"How do I know you are not lying again? How about you tell me, and once I have gained control over this robot, I will set you free."

Dr. Eggman knew that Metal Sonic would not lie; it was literally impossible for any of his robots to lie outright. Deception, however, was part of his artificial intelligence and could be possible, but he wasn't sure. If he could only get to an open communications device of some sort, he could possibly stop Metal Sonic with an outside source, and take control of the Egg Fleet before Sonic arrived.

After a great deal of staring, silence, and thinking about what he should lie about and what he wouldn't Eggman spoke:

"Shadow."

"Shadow? The Ultimate Life form?" Metal Sonic was riveted to the screen.

"My grandfather created a normal, organic, living, breathing hedgehog in a test tube. He made certain that every gene was perfect, not a single weakness or flaw." Eggman thought darkly, 'No flaws apart from his personality…' then he continued, "When Shadow grew to be in his prime, around nineteen years old, my grandfather 'modified' him, against his will apparently…" Eggman shuddered involuntarily.

"Continue." Metal Sonic pushed his face closer to the screen, extremely curious to know more about the insulting creature he had briefly spoken to… and who had destroyed one of his last functioning 'brothers'.

"Every fiber of his being was strengthened by mechanical means… every organ and tissue was laced with tiny diamond fibers, every bone strengthened with titanium, every joint coated and valve laced with diamond. …and his blood… I was never told – no one was – what he did to his blood, but it made him ageless and incredibly strong." Dr. Eggman took a deep breath, "If I knew what he did, I could probably have made my own version of Shadow using the data my grandfather left behind. One that would listen to me." he stood up, "Shadow's true memories of the past were replaced with artificial ones… his creation, time spent on ARK, and with Maria… all lies. …he knows that he has missing memories, and so refuses to let go of the only ones he has. The only thing Shadow knows of himself, is that he is the _Ultimate Life_."

Metal Sonic tilted his head, and waited for Eggman to continue.

"Shadow is organic – he has a brain, a heart, _intuition_… but he is also a machine. He is immortal. My grandfather did the impossible; he figured out how to create a machine with free thought and emotion and yet have it refrain from undesirable behavior. Shadow knows self-control. How to keep focused on the mission, and to be brutal no matter what the cost."

"This is all incredibly valuable information, but how do you expect me to gain Shadow's alliance? This lethal creature doesn't seem too interested in speaking with me… only you."

"WHAT!?" Eggman was shaken out of his calmer, analytical mood, "When did you speak to him?!"

"An hour or so ago. He destroyed my brother…" Metal Sonic clenched a clawed fist.

"Your… brother?!"

"Mecha Sonic number twenty five. Your father's creation?"

"Oh yes… that rusty old thing…" he rolled his eyes, but fortunately Metal Sonic couldn't see, as Eggman's eyes were hidden behind his dark glasses once more.

Metal Sonic tensed at that comment, slightly insulted, as he shifted his weight, but said nothing. He wondered when the clean up bots would return with his brother's pieces. The robot, though outdated, had proven in the past to be a valuable minion. Perhaps he could be repaired again…

"This is interesting. Where did you last see him?"

"Who, Shadow? It doesn't matter; he's long gone, just tell me how to control him."

Another long pause as Eggman considered the knowledge he was about give this untrustworthy robot and what he could get away with lying about to protect it. He decided to take the chance and tell the full truth, as Metal Sonic would probably find out soon anyway, and it was the only way to keep Metal Sonic thoroughly occupied while he made his escape.

"Alright… but it's not that simple, so listen carefully…"

Metal Sonic was all ears.

"You have the ability to copy life form and robot data. You know that."

"Yes."

"Find the backup copy of Shadow."

"Back… up?"

"Rouge the bat infiltrated one of my bases and released it some time ago, thinking it was the real Shadow, and they have been trying to locate me since. The backup has most of the same qualities of the real Shadow, and thinks it is the real Shadow, but is strictly mechanical. I was lucky to find a hidden chamber in the ARK containing it before it was found and destroyed… or released. Even though slightly weaker than the original," he lied about the 'slight' weakness, "…a robotic Shadow can be just as dangerous as the real thing because of its mind; _never_ underestimate it. It could easily destroy even you."

'I'd like to see it try.' thought Metal Sonic.

"If you can copy its data, not only will it make you powerful enough to stand a chance against the real Shadow, but we can create another backup, and another, and another, until we have an entire army of… '_Metal Shadows'_."

"_We_, huh? I would be in control of this… army?"

Eggman resumed lying, "Yes. As long as you promise to follow my lead, I will let you command the army. In fact, I will tell you how to imprint in their minds that you are their master. …as a symbol of my trust."

"Most excellent. I like this plan." Metal Sonic smirked, "You will be released, unharmed, as a symbol of your worth, _when I succeed_."

"It's a deal." Dr. Eggman tried to sound confident.

Metal Sonic nodded and turned off the screen. At the other end, Dr. Eggman went to work immediately. He flipped over the crate in the room, revealing a small toolbox. Using the tools inside, he started disassembling the camera. He was pleased to have been able to manipulate Metal Sonic's greed to the point of distraction. Eggman didn't explain how to control the real Shadow, and it was not something he wanted to share anyway.

'If I can make a communications device before that damned robot realizes what I've done, I can guarantee my escape, take control of the Fleet, _and_ have an army of Metal Shadows… even though _much_ less powerful than the original, hundreds of them are sure to give Sonic and his foolish friends _a run for their lives_…' Eggman grinned at that last thought as he fiddled with the camera.

Meanwhile, the real Shadow was… stuck. The sight of his healed hand had broken his concentration during his Chaos warp, and he now found himself in a strange place. He felt sluggish and nauseous, as if someone had punched him in the gut after running a marathon, and then spun him around several times. At present he was floating weightless in a very _very_ bright place. It seemed a familiar place, but Shadow was in too much discomfort to care. It was so bright that he could barely open his eyes, and his midnight black fur seemed to be a diluted gray.

Shadow was not amused, but kept quiet. How long had he been floating, hours? Days? Months?! It felt like he had been asleep for an eternity, but yet he was tired. He twisted and flailed in midair to try and stay upright, whatever upright was, but stopped when his head started to spin again.

"Ahh... my head…" Shadow let his head tilt back as he started to rotate in what felt like upside down. He really didn't feel like moving. It was much easier to just drift through this oblivion…

"Shaaaadow…" a female voice called. Anyone other than Shadow would have recognized it as Tikal's, "Shaaaadow…" but to Shadow, it only reminded him of Maria's gentle voice.

"Who's there…" Shadow said limply as he floated along, opening one eye just a crack. He quickly shut it again, as there was nothing to see, "What kind of mind game… is… this…" he struggled to speak now, "Who are you, and what's… happened… to me?"

Shadow felt a hand touch the top of his head and he panicked. …but that feeling was almost instantly replaced by one of relief. The feeling of nausea left him, and he felt a little more energized.

"This is Tikal, Shadow."

"Who?!"

"Open your eyes."

Shadow obeyed, but instantly regretted it. He shut them tight quickly. It was just too bright.

"Are you mad?!"

"You're still not focusing. _Open your eyes._"

"No. Just tell me what's going on."

The hand left his head and the nausea returned, twice as bad.

"Wait… Come… back…" it was hard to speak again.

The cool, soft hand again touched his head. It was so soothing that Shadow just wanted to fall asleep right there… but there was business to attend to. He was about to ask what the devil was going on, again, when Tikal spoke once more.

"Open your eyes, and _focus_."

Shadow hesitated.

"Trust me."

'Fine. …but if I go blind it's your fault.' Shadow spat negatively to himself.

Shadow took a deep breath, then another, braced himself, and opened his eyes.

_Pain!_ White light everywhere! Shadow's nerves shouted at him to close his eyes, but using all his remaining strength, he kept them open. It was bright and painful beyond all reason, but Shadow could feel it now… he understood. He had done this before. There was a force, an energy that needed to be channeled… the energy of the white Chaos Emerald. It was right in front of his aching eyes, all around him, around this presence named Tikal. He could see this presence in the corner of his eye, it was a sherbet orange echidna, but dared not look directly lest he loose focus again. He knew what he had to do now… he focused on a thought, a place in the world, any place. Any place but here. He couldn't get a clear thought on Eggman's location, so he instead focused on where he had last seen Sonic; running around in the desert.

Shadow could feel that there was gravity again. He was standing upright, but hovering, concentrating hard on that desert. Suddenly, he felt it. It was just like using Chaos Control. Sand rushed in from every direction, filling up the void below him. Sky, a daybreak orange, oozed in from above and touched the horizon, sealing the landscape.

'Detail… more detail…' Shadow concentrated on what the desert looked like… cloudless sky, the sun, cacti, dirt, hills, the smell, the dry, the…

And he was there. Standing in the desert, fists clenched, hover-shoes blazing and keeping him suspended an inch or two off the ground. There was a few seconds of hang time, then exhausted, Shadow relaxed – his shoes did the same as they slowly powered down – and slunk slowly to the warm ground on his front, face in the dirt and sand, each exhale pushing a tuft of dust away. Yes, this was a nicer spot for a nap.

As Shadow blacked out he heard Tikal's voice once more, "Look for me again when you get stuck…"

Darkness.


	4. Chapter 3

Author's note:

Remember to temporarily forget anything you've learned from the KTE comics – I'm twisting in some characters from it, but almost none of the storyline or plot from those comics.

**SPOILER ALERT!**

**This chapter contains spoilers for the game Sonic Heroes. Do not read on if you haven't finished the game (ie. the 'Last' story), and don't want me to spoil the ending for you.**

**Chapter 3**

Laying face down on the desert floor, Shadow opened his eyes. He could only see double at first, but after lifting his head and pushing himself onto his knees, his vision corrected itself. He was very hot from lying in the desert all day – short black fur not helping – but he felt a hundred times better than he had before he blacked out. For one thing, his energy was back. He looked up at the sky; the sun was almost set. There was a small group of shrubs and rock a slightly behind him and to his left – the sun's heat might have killed him while he was out, if the rock had not provided some shade for a good portion of the day. Shadow climbed to his feet and looked around. It was still very hot and dry.

Shadow started to run, leaving a continuous pattern of arcs in the sand as he went. He ran in what felt like northeast – the direction that Sonic had been running towards – towards the Egg Fleet where Eggman would surely be.

'…and that _answering machine._' Shadow smirked to himself. He hoped that he could pick a fight with that robot once he found the Egg Fleet.

The light soon faded, the temperature dropped a few degrees, and the stars came out in the cloudless sky. The terrain was mostly bare, with small hills, canyons, shrubs, rocks, and cacti here and there. There was certainly enough room for Shadow to stretch his legs.

Effortlessly, Shadow quickened his stride as he approached a ledge. He left in his wake long, dusty arcs in the sand from the force produced by his shoes. When he reached the edge of the cliff, he coiled his legs and pushed off into the night sky, all in a fraction of an instant, and let himself fall. He closed his eyes and felt the warm night air, remembering the last two months…

"Ouch!" as he fell, Shadow's leg hit a big, prickly cactus, breaking off the top and sticking several spines in his skin. He made a rough landing, almost loosing his balance in the process, but continued on his way, angry with himself for letting his guard down.

"Attacked by a plant… humph!" he fumed as he started to pick up speed again, 'No rest…never a quiet moment.' and was about to start complaining, but was quickly interrupted by some mental discipline, 'How could you let yourself be distracted like that? What's wrong with you?!' the voice in his head seemed distant, however, as if someone else was yelling at him, 'You're the Ultimate Life, immortal, _nothing and no one can tear you_.' Shadow shook his head and doubled his pace as he reached the foot of a hill, trying to drive the vicious voice out of his head. He stopped running and gritted his teeth, "Except a cactus." When he reached the top, his breath deep and even, but not winded. He leaned over and bitterly pulled out the cactus spines stuck in his leg.

"Are you listening to me?"

Shadow felt his heart jump. He had just heard, loud and clear, the same vicious voice beside him. He turned to look, and suddenly he was looking into a mirror. He was staring into the sharp, dangerous red eyes of a being that was a spitting image of himself; a doppelganger. Shadow had often had mental conflicts with himself – the voice in his head – but he had never _literally_ had a conflict with it… never like this. This voice in his head often spoke harshly to him on the rare occasions when his performance declined, but it had never taken a physical form.

"I must be hallucinating. Guess the heat really did get to me." Shadow was about to continue down the other side of the small hill, when…

"You're being sloppy, careless." his double said dryly.

"Yes… I know. I don't need _you_ to tell me that." Shadow began to run, leaving his reflection behind.

"…and it's been getting worse. You were careless at the hidden base, you were sloppy when you were defeated by Sonic. And at protecting Maria…"

Shadow stopped on a dime at the bottom of the hill. His double stood, arms crossed at the top of the mound, and continued.

"…you were appalling to say the least."

The real Shadow narrowed his eyes in fury.

"You listened to a little girl and let the human troops live. _You let them live!_ They came and killed her. You let—"

**WHOOSH!** Shadow was instantly at his double's throat… or would have been if he hadn't dashed right through it. As he passed through his double, reaching for its neck, it softly exploded with a **POOF!** into a cloud of black smoke. The tiny particles quickly reassembled into his mirror image as Shadow turned to face it once more. The instant it took shape… **WHAM!** A well-placed right hook to the temple sent Shadow sprawling across the rough ground. Shadow's hand instinctively went to the spot where he had been hit. The hit had left a mark, and Shadow clearly felt the impact and pain – this was real. Shadow recovered quickly to his feet, more furious than ever, black and red quills seeming to twist and curl as he bristled. He charged once more, again passing straight through the ghostly, but solid seeming image of himself. It took shape quickly and attacked, rearing back, then punching Shadow between the shoulder blades full force in a fraction of an instant. Shadow flinched and almost toppled over, but again recovered and turned to face his newfound enemy. …but it wasn't real, it couldn't be…

The double spoke slowly, its silky voice wrenching Shadow's very soul, "You let a pathetic, weak, _human_, child convince you, the Ultimate Life, to spare your enemy's lives."

"No!" Shadow shouted in defence, shaking slightly with frustration; feeling defenceless was not something he was used to, "I could not kill humans in front of her. As much as I wanted to… to _kill_ every single GUN trespasser."

"In failing to do so you blew your primary objective. They slaughtered the crew, the scientists, your creator, and Maria…" Shadow was about to yell something back, but was cut off by the doppelganger, "_Then_ you went on and blew your secondary objective; swift and brutal revenge."

"…and just what is your point, _faker_?"

"Continue your path of destruction. Destroy every last filthy human on earth, and all those who oppose you."

Shadow was about to retaliate with 'Why don't I destroy you? You're doing a hell of a job of opposing me…' but decided against it, not wishing to suffer another blow.

The two stared at each other, one only distinguished from the other by their display of emotion – Shadow was ready to kill but looked nervous, while his doppelganger was stern but smirking.

"Just what are you anyway?" Shadow demanded.

"I is you and you is I." the faker said with a laugh, shrugging.

Shadow shook his head, going back to the original topic, "Destruction of the human race is no longer my mission. I am at least sure of that. That was not Maria's wish, and I cannot break my promise to her."

"Maria is dead—"

"_Obviously!_" Shadow shouted so loudly that his voice echoed off the canyons and hillsides, "…but that doesn't mean a damn thing. I cannot break my promise to her, even in death." Shadow shook his head, "I am still here, because I have a purpose to fulfil. There's still something I need to do. If I wasn't meant to do _something_, I would have died yesterday morning—"

"_Yesterday_?"

"Yes!" Shadow's annoyance climbed even higher as he was interrupted, "When I re-entered the atmosphere and landed on that island, unharmed. It must mean she wants me to live to do something."

"Ha! You didn't…" the double almost laughed, "You hit this sorry excuse for a rock exactly 61 days ago."

"WHAT?!"

"Two months ago. …and you didn't hit the island. You landed in the sea; sustaining several major injuries that healed slowly as you were carried to, and beached on, the island by the ocean's current. No divine intervention involved. You are a machine, Shadow, not a messenger, and your purpose is the destruction of mankind."

"No!" Shadow wasn't buying it.

"Yes!" the double hissed, showing its teeth in a grin; they were especially pointy, much different from Shadow's own, and he noticed this as his suspicion grew, "You've been absent from this world for almost another two months. You disappeared right after using Chaos Control at the Hidden Egg, and didn't re-appear until recently. While you were gone, that annoying Sonic and his fiendish friends destroyed the Egg Fleet, and—"

'Something's wrong here…' Shadow thought, as the double listed several other events that happened while Shadow was stuck in warp. Shadow then interrupted, bored and _very_ tired of this conflict, "If you're really a part _of me_, you would always be _with me_, correct?"

"Hum?" the double had to think twice, "Well—"

"Then how did you know all of what happened while I was trapped in the warp?" Shadow's eyes flashed dangerously as the double shifted uncomfortably, "Besides, I may argue with myself, and I may not be what some would consider a 'normal' hedgehog, but my mind does not step outside itself and reveal things I have never witnessed." Shadow braced his legs, ready to spring into action. He was more confident now, having an idea of what this creature was, "I don't think you're really a piece of my mind." he growled, "…_but I'm sure going to give you a piece of it. Come 'ere!_"

Shadow leaped forwards and rolled into a rapid spin. The double stood immobile, but scowling, thinking that Shadow would again try a direct attack. Instead Shadow broke slightly left and spun in a perfect circle around his foe, traveling faster and faster as he went.

"Aaarrgh!" the faker raised its arms to its head, trying to shield its face from the torrent of dust and sand thrashing around its body. The force of Shadow's spin, a mimic of Sonic Wind, created a very small but powerful twister. The sand and debris finally enveloped the double completely, so much so, that Shadow could no longer see it.

"Now… what are you?" Shadow landed on two legs and an arm nearby, quills swaying in the dark wind he had created, as he watched the twister die down.

Suddenly, a metal version of what looked like Sonic was on top of Shadow, claws digging into his right shoulder and head. Shadow struggled, trying to push the metal arms away, but every gloved hand and shoed foot that pushed against metal went unfelt. Metal Sonic was incredibly strong. Shadow made eye contact. Orange L.E.D. eyes, a shocking contrast to this robot's black and navy blue body, stared right back into Shadow's red eyes. When it spoke, it revealed sharp metal teeth. Shadow started to panic, but only his widening pupils showed it.

"I'll just have to re-program you, seeing you won't come willingly. Dr. Eggman was right; you do have Sonic's intuition. I was seeing if I could manipulate you into my doings without fuss, but you were too clever for that. I'm very much pleased. Such an intelligent creation will make a fine servant."

The robot was none other than an upgraded Metal Sonic (also known to Shadow as: Eggman's answering machine). His five razor-sharp upper spines were around four feet long; the one in the middle and the two beside it sticking straight up and out behind him, and the two below that angled sharply towards the ground. His spines were highlighted with white stripes, accenting their sharp angles. His nose and ears were pointed, and two smaller additional spikes protruded from the side of his face. Adding to that frightening display of spikes, was his armour; sharply curved shoulder pads attached to a billowing black cloak, a jet engine in his torso, two curved blades, each two feet long, protruding from Metal Sonic's knee joints, and red, upward curving foot coverings that ended in a sharpened point.

Shadow had no doubt in his mind that Metal Sonic could slice him in two easily.

"I'll bet you're wondering why you couldn't strike me? Hum?" Shadow squirmed as Metal Sonic dug his claws deeper into his head, impatient for an answer.

"Arrrughyeesss!" he managed to cry in reply.

Metal Sonic grinned, "Well that's simple. Before Eggman and I went our separate ways, he gave me a new ability. Any genetic data I have stored can be used to my advantage in surprising new ways… one which you have just witnessed. Thanks to the upgrade my creator gave me, I can allow those who carry the same genes as the ones I have stored to pass through my body, making me invincible to attacks." Metal Sonic's eyes narrowed a little, "Except for that little trick you pulled off… No matter, after a memory wipe we'll be on better terms."

"Mem… mem… ory… wipe?" Shadow struggled to speak, trying to fight the pain in his head, and the panic of being almost defenceless.

Metal Sonic laughed a hollow laugh, removing his claws from Shadow's head, which was now streaked with his blood.

"Just like this. I wave my hand across your head, and you forget as much as I wish." Metal Sonic raised his chromed hand, preparing to literally 'wipe' Shadow's memory, "Try not to squirm too much, it will only—"

**WHAM!** A tall and narrow, transparent metal canister fell at incredible speed over Shadow, physically separating him from Metal Sonic's grasp. Looking down, Shadow could see Metal Sonic's hand caught under tube, twitching slightly. This wasn't part of his plan. Shadow looked up at Metal Sonic – he looked furious – and waved, while smirking boldly.

**SCHLOOOOO!** With a rush of air, Shadow (along with the dirt under his feet) suddenly felt himself leave the ground and enter a very small, lightless metal container. He had been sucked up a giant vacuum cleaner. Shadow righted himself in mid-air, ricocheting off the smooth, rounded wall before making a light landing on the floor.

It was so dark that Shadow could barely see his hand in front of his face, though it wouldn't make much difference in good light, as his eyes were tearing because of the dirt that had flown into them. He didn't get much of a chance to think about it either, as he suddenly heard a voice addressing him through an audio box in the front wall.

"Don't make things difficult. You can't escape anyway, so keep quiet while I deal with this lunatic."

"Doctor Eggman!" Shadow blinked rapidly to clear his eyes. Metal Sonic and Shadow had been so caught up in their conflict, that they hadn't even noticed Eggman approach in this machine.

"I said quiet!"

There was a mechanical whirring noise, then a loud clash of metal on metal. After a short silence, Shadow could hear something banging (he guessed it was Metal Sonic) on the lid of the shallow metal cylinder he was trapped in. There was another bang as metal impacted against metal, harder this time, and then silence, apart from the low rumble of this machine's engine.

Outside, unbeknownst to Shadow, Eggman had used the metal tube to swat Metal Sonic clear off the machine and far into the horizon. The machine had five monster-sized wheels on each side, which helped carry the massive vacuum tube (which now rested across the side), the container Shadow was in that resembled a hamster wheel sitting on its side, and the small bubble at the front containing Eggman and the controls. The machine as a whole was very rounded and resembled a black scarab beetle on wheels. Metal Sonic had damaged three of the wheels, making it difficult for the machine to move.

'We have to move quickly before he comes back…' Eggman thought as he flipped a switch inside the cockpit. The three damaged wheels detached and flung themselves a distance away from the sewer-vac-like machine. Eggman pressed a button on a lever and pulled back. The back of the machine opened up to reveal a large digging drill. 'I hate driving in reverse…' Eggman thought wearily as the drill powered up.

Inside the container, Shadow could feel the room starting to tip. He could hear the dirt on the floor sliding over to the back wall. He braced himself and tried to stay stationary in the middle of the floor as he prepared to spin dash the wall to escape. Shadow flung himself into a spin from the angled floor, and tried to ram through the wall.

"Ahhh!" not being able to see well, he misjudged the distance, hit the wall with his head, bounced right off, and landed back where he started in the middle of the angled floor. He could feel a small area of his head swelling; he normally hit hard walls with his quills or feet, not his head. When he put a hand to his head and withdrew it there was a small amount of blood, however he didn't know if it was from the new wound, or from the deep gashes Metal Sonic had carved into his head. That was one hard wall. Not even Metal Sonic had managed a dent.

"We need to talk, Doctor." Shadow yelled over the roaring engine and metal creaks, voice loud and stern.

"There will be time for that later, be patient."

"Is it really necessary for me to be in here?"

"If you want to reach my ship alive… yes." he then growled, "Now quiet in the back seat!"

"Won't Metal Sonic just follow us?"

"I can't heeeear yoooou…" Eggman said a singsong voice.

Shadow said no more, as the room was now on a 60-degree slant, and he was trying to slowly slide his way to the bottom without slamming into the wall again. The noise was deafening now, with the machine grinding and drilling its way through the ground, towards whatever ship Eggman was speaking of. After a few minutes, the drilling ceased, and Shadow could hear through ringing ears the sand, earth, and rock collapsing behind the machine. Eggman was covering their tracks, answering one of Shadow's questions.

Suddenly, Shadow felt weightless; they were falling. **WHAM!** He hit the floor of the container, hard, but managed to stay uninjured. Fortunately the machine had excellent shocks, and so the heavy impact from twenty-metre fall was greatly reduced, but it still hurt.

"Enough of this, Eggman, let me out." Shadow warned, his annoyance climbing once more. He didn't like the confines of this dark container, as it was making him feel helpless again.

Eggman didn't answer. Shadow didn't know if it was because he couldn't hear him, or if it was because he was ignoring him.

Outside Shadow's dark world, the machine had landed on the flatbed of a heavily armoured train. It was stationary and resting on four tracks deep under the ground. Eggman typed something into his machine's computer, making several glowing blue chains, made purely from concentrated energy, shoot out from the flatbed and wrap themselves around the machine, securing it. After taking a quick glance over his shoulder, he pressed more buttons and the train began to move. It accelerated quickly, and soon they were traveling at high speeds. The cavern walls, illuminated indirectly by floodlights on the train, could only be made out as a blur.

Shadow sat, leaning against one wall of his prison, and closed his eyes, curbing his anger. He knew that he wouldn't get any good answers until they reached Eggman's ship, and knew it would be stupid to waste energy trying. When Eggman opened the container, if he dared to open the container, that would be a different story.

Shadow drifted off in blank thought. Now that he had a semi-quiet moment, he could actually pay attention to his injuries. As he rested he could feel the punctures in his leg, the gashes and bump on his head itching and burning – they were healing. Every few minutes Shadow put a hand to his head to wipe off the drying blood.

Almost a half hour later, before he expected, the train halted sending Shadow skidding across the floor of the cylinder. He did not bother to sit up as the machine roared to life, rotated, then started to move. There was a rather rough bump, then the ride smoothed out, and eventually the machine came to a stop.

Shadow stood up now, straining his ears for outside motion, and straining his eyes to see in the dark. At the first hint of light, he was going to try and break through with a spin dash. Injuries being fully healed, he felt confident again. He heard muffled speaking outside; two male voices, one that was surely Eggman's, but he couldn't tell who the other one was.

"…. sure …. wise to let …. …." the other male voice.

"…. no choice …. …. only hope … defeating .… …. …." Dr. Eggman's voice.

Suddenly there was what sounded like heavy metal latches being opened, and in what seemed like slow motion to Shadow, a bright crack of light started to form straight in front of his eyes. He squinted and literally sprang into action. He spun and burst through the small armoured door, expecting a machine to attempt grabbing him, laser fire, or blaster fire. Shadow's eyes had not yet adjusted to the light, and he was spinning so fast that he couldn't see any detail of what was around or below him. All he knew was that he was free of his prison, and he was in a very large machine shop or warehouse style lab of sorts – kind of like the hangar full of capsules he had infiltrated in Dr. Robotnik's secret jungle base. Shadow landed and sprung off the wall, hover shoes blazing to help keep him airborne as he flew across the room. He could already hear in his mind the machines and weapons moving to attack, but in reality he heard nothing. He half expected to feel the sting of laser burns, but felt nothing. As his eyes adjusted, he finally came to his senses, and looked down.

Hundreds and hundreds of robotic echidna, plus Eggman, stared straight back at him. Shadow's eyes widened as he took in the sight, but he quickly shook off the shock and focused on his main target.

"Doctor Eggman." Shadow looked directly at Eggman, who was standing on a raised platform with stairs next to the open metal cylinder. He looked completely at ease. A black cloaked and hooded figure stood beside Eggman, but Shadow paid no attention once he decided it wasn't Metal Sonic. Shadow turned, using the wall as a springboard, and dove down towards Eggman aggressively, not aiming to strike, but to intimidate.

More cloaked figures that had been standing nearby, and some of the robotic echidna drew weapons or motioned to attack.

Instantly as Shadow's shoes hit the floor he pulled out of his dive, dashed up, and landed on one of the horizontal steel beams supporting the roof, preparing to retaliate. So they were going to attack him after all.

"Leave him! LEAVE HIM! Let him be!" Eggman bellowed at the robots, shaking a fist at them, "Don't even touch him! Do you hear me? Stand down!"

The cloaks and robots reluctantly lowered their weapons and relaxed somewhat. So did Shadow, though his eyes still darted from Eggman, to the cloaks, to the machines, and back. Still nothing happened. Shadow re-assumed the cranky mood he had put aside earlier, as he grabbed a diagonal steel beam and leaned on it. He noticed that his white gloves were heavily stained on the palms with his own blood.

Eggman pulled out a megaphone and spoke through it, "You're right Shadow, we do need to talk, but you up there and me down here doesn't work."

"C'mon up, Doctor." Shadow yelled down, smirking.

"G-g-grr…" Eggman forced down a temper tantrum and yelled back through the megaphone, "I don't have time for games, Shadow!"

"I don't have time for games either… I'm an impatient person, Doc." He turned his head away.

"Shadow! Get down here this instant!" he really did blow his temper this time, "You're behaving more stubbornly than _Sonic_!"

Shadow thought this would be a perfect opportunity to show that he could dominate Eggman and his army of echidna easily, and was about to say 'Than I've succeeded.' but something came over him. He didn't want to be compared to Sonic. He resumed a normal stance, and suddenly leaped off the beam, executing several flips before landing expertly in a round clearing the robot echidna had made as they watched him fall.

Shadow eyed them carefully as he slowly made his way through the rows and rows of robotic echidna. The robots eyed him back, not daring to get closer than around ten feet. They all looked the same apart from some height differences, and seemed rather primitive and out-of-style for Eggman robots. Shadow wondered why Eggman had suddenly developed an echidna fetish.

As he came closer to Eggman, he noticed the cloaked figures. He couldn't see any of their bodies, except robotic red eyes that shone out from underneath a few of the hoods. They made no movement and stood silently. Shadow guessed they were robots as well – probably spies or secret weapons.

Shadow stopped at the foot of the stairs and looked up as the rows of robots behind him assumed their former positions.

"So… you're alive after all." Eggman raised an eyebrow, "I was beginning to worry, as I couldn't see you on radar for around—"

"Four months." Shadow crossed his arms, and the dark figure beside Eggman shifted position, seemingly uncomfortable that Shadow was bold enough to have interrupted Eggman. …or maybe it was the bloody palms? Either way, Shadow thought it was amusing, but didn't show it.

"Yes. That's correct." Eggman rubbed his chin, "Firstly I would like you to note that these… uh… _friends of mine_, under my command, will not even attempt to attack you, unless _you strike first_. I will not be held responsible for what happens if you decide to start picking fights. Got it?"

"Yeah… just make sure _they_ get it." Shadow pushed a thumb in the general direction of the cloaked figures that had drawn their weapons moments earlier, "I have a feeling they're trigger happy."

Eggman grinned, said quietly, "Believe me, they are." and began to descend the steps, one by one, slowly followed by the cloaked figure, "Shadow, I don't know what happened after ARK, but I assume you and I are sill allies. Being your creator's closest living relative…"

Shadow kept his intense gaze fixed on Eggman's dark glasses, "…is Metal Sonic under your command?"

"Hell no!" Eggman straightened his glasses, edgy under Shadow's piercing stare, "That traitor is the main reason I have sought you out."

'Doctor Eggman versus that metal head… a pleasant surprise.' Shadow thought, then said, "Then I don't see why not. …but that doesn't mean I'll take orders from you."

"Good!" Eggman seemed relived, but appeared not to have heard the last part, "Now that we have that out of the way, I would like to know how you found, and what you were doing in my father's old base?"

"I found it by chance, and was looking for you." Shadow answered quickly, then continued before Eggman could ask more questions, "I want to know more about myself. Exactly what I am, why I can heal so rapidly, and how I can beat the bolts out of Metal Sonic."

'_Healing rapidly?_ So that's how he does it! Excellent… and he's made an enemy of that bucket head. It will be easier to use him now.' Eggman thought happily. Things were going better than planned, "All of that will come in time, Shadow."

Shadow didn't like that answer, "_When_?" he scowled.

"When you defeat Metal Sonic and his army, I will tell you everything you want to know. I have the location of your documents detailing your creation, your death and rebirth, and your… well… you'll see." Eggman was still grinning.

'_Death and rebirth?_' Shadow thought, 'What is he talking about?!'

Eggman pulled a remote control device out of his pocket and pressed a button. A holographic screen popped up in midair, showing Metal Sonic.

"Your enemy." Eggman pressed another button, and the screen changed, "…and your enemy's army…"

Shadow stared at the screen, masking any emotion he may have been feeling. The screen showed… him! Hundreds and hundreds of Shadows lined up in rows, similar to the rows and rows of robotic echidna. It was like looking into a mirror reflected off a mirror off a mirror – what seemed like infinite copies of himself.

"Wha—" Shadow started.

"_When_ you were created," Eggman interrupted and began to circle Shadow, "A backup was also created. The backup, unlike you, is not organic. He is strictly a machine – very advanced – but he is not 'alive' per say."

Shadow nodded slowly, understanding, but kept his eyes on the screen. Eggman stopped circling and stood a few feet behind Shadow.

"He thinks he is the real Shadow, and acts identical to you." Eggman scratched his head, "When Sonic and his friends, plus your copy, Rouge and Omega, came looking for me, they found the Egg Fleet in Metal Sonic's command." Eggman clenched and unclenched a fist, "We made a temporary alliance and worked together to decimate the power maddened Metal Sonic. After succeeding, Sonic and his friends ran off, leaving your copy and Omega to deal with the incapacitated foe." '…and the Chaotix to deal with me…' Eggman winced, remembering the ordeal, "In my absence, Metal Sonic used the memory wipe technique I should never have taught him on Omega and the copy Shadow, then re-programmed them as loyal servants. They escaped, taking the command ship with them to look for you. The command ship…" Eggman looked worried, "…contained all the duplicate copies. The army of Shadows. My original plan was to let that infernal hedgehog cripple Metal Sonic after he had created the copies, so that I could use the copies for myself, but I was chased off before I had a chance to regain control over the Fleet."

Shadow finally looked at Eggman, though was still expressionless.

"Now Metal Sonic has your original copy, Omega, a repaired and possibly modified Mecha Sonic, plus an army of copies under his control. The last two months have been a race to find you. Even the real Sonic was looking for you when he realised what had happened. He's still kicking himself for running off…" Eggman chuckled to himself over that small victory.

"Why do I have a copy?"

"I'm not certain. Though I think it was to keep you busy, should you get out of my grandfather's control… so that they could find a way to destroy or deactivate you while you fought your mechanical clone."

Shadow raised an eyebrow as he thought, 'Get out of control?' he knew he was prone to outbursts of rage during battle, but he had never gone totally insane. Keyword, _totally_.

"Don't worry, the copies are not capable of breaking the sound barrier, and probably less than half as powerful as you."

"_Probably?_" Shadow didn't like all these uncertain answers, "What about warping… the Chaos Control. Can they use it?"

There was a long pause.

"…yes."

That made things much more difficult. Shadow looked down at the floor. He had faced Sonic after he had learned to use Chaos Control – it wasn't easy. Fortunately there were only seven Chaos Emeralds, and the power was limited depending on how far you wanted to warp. Once the power was used up, they normally disappeared to a random location in the world to recover. Shadow looked up at Eggman again.

"What about going super?"

"How should I know? I was surprised that _you_ could go super." Eggman turned his back and started to walk away, hands behind his back, one holding the remote control. He then stopped and turned around, shutting off the hologram in the process, "I doubt it. I have yet to hear of a machine using the Chaos Emeralds to go super." he said, and then thought to himself, 'Though an older Mecha Sonic did use the Master Emerald to power up.' He continued aloud, "They could use the seven Chaos Emeralds in other ways, however, like powering a machine."

Shadow nodded knowingly, "Metal Sonic." then looked over his shoulder at the assembly behind him, "What about these echidna?"

"Oh yes. I was going to explain that earlier." Eggman put the remote back in his pocket, "When you found my father's old base, you also stumbled upon some old equipment of his."

"The capsules and that machine." Shadow nodded again.

"Yes. When I found out that Metal Sonic had seen you at the base, I went over there to check it out. I had forgotten about its existence. It turns out that these echidnas were part of an unfinished project my father, Doctor Julian Robotnik, was working on. I was able to power them up and gain their services. They've decided to be mercenaries now that their creator and 'master' is dead, and I have freed them. I have promised them the reign of the Floating Island if they help me defeat Metal Sonic and his army."

'He's promising a piece of his future empire? That's a joke…' thought Shadow, mostly because he didn't think Eggman would ever succeed at becoming supreme dictator of the planet, then asked, "What about the cloaked ones?"

"_They_ are special. They lead this… uh…" Eggman struggled to think of the words, and then giving up he called over to one of the mysterious cloaks, "What do you call your… organization, Dimitri?"

Shadow turned around to face the one called Dimitri.

"_We are the Dark Legion_."


	5. Chapter 4

Author's Note:

The short segment of lyrics in this chapter were taken from Team Dark's theme from Sonic Heroes, Shadow's theme from SA2, and White Jungle from SA2; _This Machine, Throw It All Away,_ and _Rhythm & Balance_. These songs and their lyrics do not belong to me.

**Chapter 4**

Shadow stared hard at the creature called Dimitri – not that there was much to look at. There were no glowing red eyes from beneath this hood, but Shadow could feel that it was looking right back at him… maybe even through him. Shadow was about to say something wry to the dark figure, but Dr. Eggman spoke first.

"A long time ago, the leaders of the echidna tribes, notably those on Angel Island, grew leery towards new technology. As the citizens gained more knowledge and power with technology they created, the leaders feared they might loose control and influence over the populace. As the government's paranoia increased, more and more what they considered 'threatening' technology was destroyed or confiscated – however, sophisticated weapons and similar devices were hoarded in secret by the government. Eventually technology was outlawed altogether, to the outrage of many citizens." Eggman began to pace again, "Dimitri and his followers here were, and are, pro-technology. They formed the Dark Legion – an organization devoted to bringing advanced technology back to the island and its people indefinitely… at whatever cost." Eggman looked to Dimitri.

"_We do not see technology as a mere tool… we see it as enriched life. Without technology_," Dimitri reached out with one completely cloaked arm, and grabbed the solid steel railing on the portable staircase, "_Many of us would have died long ago – from old age, starvation, or sickness. We would still be…_" he effortlessly ripped a section, stairs and all, off the staircase_, "…weak, primitive life forms._" Eggman was not pleased with the destruction of his property, but he was too shocked to do anything about the sudden gesture. Dimitri chortled quietly as he tossed the twisted metal aside, "_The government managed to suppress many people who still wanted the gift of technology, but not us. __They fear us__._" Dimitri paused, "_Those fools on the island were terrified that we would overrun them. They managed to indoctrinate the people into fearing that the technology we strived to liberate would needlessly complicate their, happy, simple little lives. Our goal is to magnify and fulfill that fear. To make them understand. Complexity is a part of what makes our lives whole…_"

Dimitri did not speak like any being Shadow had ever met, mechanical or organic, and he spoke with a rich darkness that rivalled his own voice. He also had the impression – judging from that 'demonstration' -- that he was as physically strong, or perhaps even stronger than Knuckles. Shadow wanted to size him up, to put aside any doubt that he could defeat this creature if necessary, but it was impossible to do so through the dark cloak.

"You are machines." Shadow decided.

"_They__ are machines_." Dimitri gestured towards the masses of robot echidna to Shadow's right, "_Robotnik's roboticizor made them mindless slaves… they've lost their will. They are below us. We are superior life forms_."

Shadow raised an eyebrow at that (only slightly disturbing) comment.

"_In return for our help, Robotnik promised to make us stronger with technology, and he did. Physically he made us strong …but he never told us what that machine did to the mind._ _Before we realised what happened, all but us six were completely transformed into mindless machines_. _Fate, however, did have a plan; our free will was spared, and now we live to lead the Dark Legion._"

Eggman cleared his throat, "At first, Dimitri was angry that his soldiers had been roboticized, but he soon realised that his new army was much better than the former… this way, there would be no betrayers; no rebels."

"_…and_" Dimitri cut in, _"…they are much more powerful and efficient than before, while representing all that we stand for; technology!_"

Shadow was acceptant of this long, dual speech, but was aghast at how similar the two thought. Both Dr. Eggman and Dimitri strived for a metallic, complex, technology-run future, without regards to what others thought or what cost it may charge to the natural world… and just as importantly, the natural mind. Not that any of this mattered to Shadow; all he wanted was to reveal his past, and find a purpose in life. If that involved the occasional ludicrous, morally objectionable plan, then so be it. It's not as if he hadn't killed sentient beings before.

'...but I had a good reason for that.' Shadow insisted to himself.

After ridding themselves of Metal Sonic and Sonic the Hedgehog, their only real roadblocks, Eggman and the Dark Legion could work freely to create their separate utopias – though with or without each other, Shadow could only guess.

There was a long pause before Shadow finally spoke.

"Alright, so when do we take on Metal Sonic and his… minions." Shadow felt odd calling his duplicates 'minions'.

"As soon as possible." Eggman rubbed his hands together, "…but first, I should mention that GUN is still looking for you as well as the Chaos Emeralds. They know something is up. Sonic and company have been helpfully taking care of GUN so far, but with the way things are going, I'd rather they keep away from the emeralds as well. All we need is Super Sonic _and_ Metal Sonic beating us down." Eggman sighed, "Metal Sonic has one emerald, GUN has two emeralds, Sonic has three, and one is unaccounted for."

"The white one I used…" Shadow nodded slowly without breaking eye contact with Eggman.

"Our first mission is to get the majority, preferably all, of the emeralds before someone else does first. It's us, versus Metal Sonic, versus GUN, versus Sonic."

"…_and the Guardian_." added Dimitri thoughtfully.

"I have a feeling he's teamed up with Sonic again." Eggman countered, "Alright… Shadow?"

"Yes?"

"Tomorrow morning you'll go and find that blue emerald—"

"White." Shadow corrected.

"Yes, yes…" Eggman waved a hand in the air, dismissing the inane error, "Whatever you do, don't use it to warp back, or it may teleport again. I can't have you sucking the power out of all the emeralds, then risk them teleporting when they're low on power."

Shadow bristled, a little insulted with Eggman's tone, "Normally I can prevent that. The manner in which you use the emeralds determines whether or not they will teleport after use."

Eggman rolled his eyes, but fortunately for him, Shadow couldn't see because of his dark glasses, "Dimitri, tomorrow you will lead whatever numbers you desire against Sonic and his friends – that _includes_ Guardian Knuckles. Your primary mission is to collect the emeralds they possess; secondary and optional mission is to significantly mangle them. _Do not kill Sonic_." Eggman stressed the last part, "Incapacitation is preferable."

"Why can't we go tonight?" asked Shadow, arms crossed.

"…because… I will need to be awake while you carry out your missions."

Dimitri, Shadow, and all those within earshot, tilted their heads slightly to one side, puzzled.

"I haven't slept for days;" Eggman explained, annoyed, "Having a diabolically insane robot on your case, Sonic and GUN beating me to every emerald, plus keeping one eye out for you," he pointed a white gloved hand directly at Shadow, almost accusingly, "has been thoroughly nerve wracking." he dropped his hand.

Dimitri nodded and stepped back, "_Yes, it would be wise for those of us who must, to retire while we still can…_" he gestured towards the six behind him, who bent their heads slightly and walked away. Dimitri soon followed.

"Be patient Shadow," yawned Eggman as he walked towards his Personal Egg Transport, "Not everyone is a true insomniac like you." Eggman climbed into his PET and pressed a few buttons, powering down the robot echidna and lighting to the warehouse, "I don't think I could stop you even if I wanted to, so I'll say: Feel free to look around. …but I'm begging you to not leave the base—"

"What about my files."

"They aren't here. Once we have defeated Metal Sonic, I will take you to the place where they are located, and let you have free access to whatever you like."

"Where is this place? Why can't I go there now?"

Eggman sighed, leaning back in his seat and massaging his head with his hands, "You're around seventy years old and you ask more questions than a child… guess it comes with being immortal." he lowered his hands and looked at Shadow, PET now hovering a few feet off the floor, silently.

Shadow waited, vacant of expression.

"If I gave you what you wanted now, I imagine you would not have any incentive to help me. You are uncooperative by nature, and I am grateful to have whatever of your services you choose to lend to me."

Shadow smiled a dangerous, wry smile, "What if I accessed the E-Net, and found the files that way?"

"They are not on the E-Net—"

"I know—"

"_Let me finish!_" Eggman growled and let out another sigh, too tired to start a temper tantrum now, "They are not on the E-Net, _and_ the location is uncharted, it being so old. You won't find its coordinates on the E-Net, its location is only known in my mind. Like I said… feel free to look around." then he added quietly, "…but you won't find anything terribly useful." Eggman started to float away, "Remember…" he lifted a finger to the air, "I have something you want, and you have abilities I need. It's a fair trade, don't you think?"

"You're not one to be… _fair_, Eggman." Shadow's smile had now spread to a devilish grin, "I believe the word you're looking for is '_bribe'_."

"_It's a fair trade,_ " insisted Eggman, yelling, as he was further away now, _"…and don't leave the base! If you can find a way out, that is!_" Dr. Eggman hovered out of the room with those last words. He instantly regretted the last bit, as it sounded like a challenge; Shadow enjoyed proving Eggman wrong, whether it was trivial or not.

"Why would I leave? I have nowhere else to go…" Shadow said quietly, knowing no one could hear.

The room was dark, the main lights being off, but dim strip lighting lined the edges of doorways, steps, and at the bottom of the walls. At a steady, medium speed, Shadow made his way up some metal grate steps, across a catwalk, and then left the warehouse through the wide door where Eggman had exited.

Living up to his name, Shadow slowly skated down the dark, wide hallway, making no noise as he went. It felt like… ARK… with its cool, smooth metal corridors, dry, drafty air, and surreal atmosphere. This atmosphere jogged a memory… his routine before the demise of ARK...

When Maria was staying on the colony, which was fairly often, Shadow could remember sleeping for several hours each cycle (as there is no real day or night in space, each 24 hours was considered a 'cycle'). On those 'nights' when she was absent, Shadow would skate endlessly down the countless hallways of ARK, sleepless. Was the memory real? It didn't matter. It made him feel better to experience something familiar. …and so he skated.

From what he could remember, ARK had many rooms and domes containing live environments. Most of the 'Green Rooms' as they were called, contained trees, flowers, shrubs, grass, and more. Others had more of a rock garden look, or had many ponds containing holographic fish. The largest dome, which included at least twenty acres of grassy fields, a deep lake, and badlands, was transparent so that you could see the stars outside. There was a peaceful, natural place for everyone living on the colony. Shadow could remember being with Maria in her private Green Room, reading her school texts or playing silly games, but doubted he would find such a serene place in this base of Eggman's. There would be nothing else but these cool, metallic hallways in this base to remind him of… home.

As the hallway split into a 'Y' shape Shadow veered left. The hallway narrowed, its ceiling stretched high, and it was so dark that he couldn't see where it ended. The hallway was also very long, so Shadow felt secure enough to pick up speed. As he reached a bend to the right, he leaned all his weight right and executed several crossovers to make the turn. This next hallway was short, and he soon found himself doing more crossovers to the right. Another long, high-ceilinged hallway faced him. In this one there was something glowing yellow and hanging from the ceiling. As Shadow drew nearer, he discovered it was a clock; it read 24:58:01… 02…03…

'Almost there… yet a long way to go.' Shadow thought, in reference to the time. He bent his head lower as he poured on more speed. The hallway made many more random zigzagging turns, before he ended back where he started at the Y split.

Shadow stopped, tilted his head slightly to look up at the split, and then started the loop again. …and again… and again… Around and around he went. The loop was fairly long, but as he began to time himself using the hanging clock, it seemed to shorten.

Not concerned about conserving energy, Shadow swung his arms in rhythm to each skate stroke, white gloves making wide arcs in the dim light. At each turn, he would swing one arm diagonally to keep rhythm and balance as he crossed over, while keeping the other arm swinging. He was a natural speed skater.

01:21:54… 01:22:45… 01:24:01… each time he saw the clock, it seemed to be only a minute later. Time was passing so slowly.

He completed another loop, his 66th if he wasn't mistaken, and unconsciously allowed his mind to wander. The wind he created rustled his quills and whistled by his small triangular ears; it was nothing like running free in the desert, but it felt good. His hover-shoes, technically known as Air Shoes, had heated up quite a bit, but Shadow didn't feel a thing as he effortlessly rounded another corner.

'I've done the loop so many times now, I could do it with my eyes closed.' he thought, though not at all bored with the repetition; it allowed him to think more clearly. He passed the clock again; it read 01:43:02.

He decided to actually try – Shadow's eyes closed, but he continued to run, his classic, determined look frozen on his face. Shoes making a faint swooshing sound as they propelled Shadow down the hallways, his legs seemed to take over, mindlessly pushing off and gliding to keep him going around and around in the loop. He hit no walls, and did not slow down. The wind felt so good against his front… and he didn't want to stop.

**swoosh… swoosh… swoosh… swoosh…**

_You try to take me down,_

_Stop the show!_

_It seems you've never tasted fear,_

_or loss of control._

_The power lives in me._

_The power that is me._

**swoosh… swoosh… swoosh… swoosh…**

_We all danced in fire,_

_Trapped in this machine._

_Don't know how long we've waited,_

_As the Eggman's watching._

**swoosh… swoosh… swoosh… swoosh…**

_Shadow, don't make me upset,_

_I don't wanna hear you._

_Shadow, don't make me upset,_

_You are frightened at something._

SWOOSH… SWOOSH… SWOOSH… SWOOSH…

"Oh…" Shadow stammered, as he came to a halt. His shiny red eyes fluttered open. How long had it been since he last looked at the clock? He moved towards the clock. It read 03:05:05… 06… 07… 08…

His ears had decided to focus on the sound of his shoes – making it sound louder – and he awoke from his dream-like state. The sensation he felt was not unlike the one felt after being disturbed from an unfulfilling, yet deep, sleep.

'Was I… sleeping?' he contemplated the definition of 'sleep', and then decided the closest thing to describing what just happened would be 'Sleep Skating'. Raising an eyebrow and taking a deep breath, he turned on heel and started to run in the opposite direction; counter clockwise in the loop. Whatever had happened, it ate up a few hours time. This pleased Shadow, as he was now a few hours time closer to setting out on his mission. He felt that he had accomplished something.

It was around 4:30 in the morning when Shadow decided to stop and rest. He had thought of everything that he could think to have thought about for the moment, and had thoroughly worked out each side of his body. It was time to reflect and wait.

Standing in the hallway, almost under the clock, Shadow looked up.

'Just how far does that go up?' his look of determination slowly faded to a smirk, 'Let's find out.'

Shadow leapt straight up onto the clock – which sagged and sparked a little, not from his weight, but the sheer force as he pushed off – and then bouncing upwards from wall to wall at incredible speed, slowly made his way towards the ceiling. As there were thick cables and pipes connecting wall to wall, Shadow had to look carefully in the dark before he hopped to the other side.

Except there was no ceiling. Shadow could see stars in a navy blue sky peeking through a narrow gap at the top of the walls. Encouraged by the thought of fresh air and open space, he tripled his pace, bounced around a hot steam pipe, and flew towards the opening, arms outstretched.

Except it wasn't an opening. He realised this a millisecond too late.

"_Oh shhhh—_" **SLAM!**

Shadow hit a thick, heavily reinforced glass window face first, the sound of the impact reverberating throughout the hallway. He had been so sure it was an opening, but the glass was so clean, and the area so dark, that he couldn't tell that there was anything there. Shadow fell off his point of impact, and tumbled a few meters before catching himself on a pipe. He hung by one arm for a moment, rubbing his sore, smashed face with the other. How embarrassing… The Ultimate Life form runs into a window. Shadow resumed his cranky air, let go of the pipe, and dropped several hundred feet, ricocheting off various pipes to slow his fall. He landed beneath the clock (it read 3:15:45), and remembered what Eggman had said: _"…and don't leave the base! If you can find a way out, that is!_"

Shadow crossed his arms and huffed, "What? I suddenly can't be trusted to take care of myself?" but instantly resented it. Dr. Eggman had probably saved his life when he 'rescued' him from Metal Sonic, having had no idea how to effectively fight this formidable new foe off. Eggman didn't want Shadow to leave in case he had to rescue Shadow from that metalhead again. …and what better way to have Metal Sonic attracted to the base, than by having Shadow run laps around it.

…then again, 'I'm the Ultimate Life. I could have eventually figured out a way to beat Metal Sonic silly.' but he resented that, too. A mental conflict ensued…

'What if I couldn't? What if he had killed me?' said one side.

'What if… What if…' the other side dismissed, 'It doesn't matter now. It's in the past. I can self-heal in minutes, I could be at your throat in a heartbeat, kill you eight times over before you hit the ground, I'm… I'm…'

'I know I'm strong, but just how strong is strong. How immortal is immortal? Can I even die in battle? Of injury?'

'… … …' the other side had no answer to that, and so was out of the argument.

'What if I… what if… what if I _can't_ be killed?! I'll be stuck here forever… I'm in this endless life forever… forever…'

_No one can break you, nobody can tear you,_

You live an endless life forever…

"Shadow." Eggman's voice.

"Wuh?" Shadow looked up. He had become senseless again, and had slumped against the wall on his right shoulder.

"You looked… almost worried there for a moment." Eggman raised a concerned eyebrow as he stepped into the dim yellow light emitted by the clock. He was wearing a red nightcap with large white Eggman logos polka dotting the fabric. He quickly removed the cap and stuck it in a back pocket, not having remembered that he was even wearing it.

Shadow merely stood up straight and rubbed his head. He was a little rattled, but more disturbed by Eggman's choice of hat than worried about himself.

"Let's walk." Eggman offered Shadow the lead.

…and they walked. Shadow felt awkward walking for any length of time; his shoes, large clunky things that they were, weren't exactly meant for it. His step almost looked as if he were stamping the ground – like the pistons of an old steam train — rather than the usual 'heel-toe-heel-toe' pattern.

"I thought you said you needed to sleep, Doctor." Shadow said blankly.

"I did, until a rather loud bang woke be up. That wasn't you, was it?"

"Erm…" Shadow thought quickly, eyes darting to and from the floor, and if it had been lighter, you could have seen his face turn red beneath the black fur, "Yes." then Shadow spoke again, quickly trying to change the subject before Eggman could ask what had happened, "Doctor Eggman, is it possible for me to die of injury?"

Now it was Eggman's turn to be caught off guard, "Uh, I don't see why not. Though it would be hard for any creature to beat you within an inch of your life, let alone lay a finger on you."

Shadow looked at the floor.

"You're thinking of Metal Sonic?" Eggman pried.

"I couldn't even attack him."

"Ah yes… that would be the upgrade I gave him. He allows those whose genetic data he's collected to pass straight through his body. It's easily overridden, don't worry about—"

"How?" Shadow interrupted, interest peaked.

Eggman was getting used to the interruptions. It was Shadow's nature to only hear what he needed – or wanted – to hear, "Look at your hands."

Shadow raised his gloved hands and looked at the palms. They were still stained with his blood, "What about them?"

"When I found you, you were trying to push Metal Sonic away with your feet and hands. You were able to touch him, no?"

"Yes, but…!" Shadow started to insist, then stopped, realising what Eggman was trying to tell him, "Oh." Shadow lowered his hands.

"You see, he allows any material or matter carrying your genetic signature to pass through, but your gloves, clean at the time," Eggman shook his head, spying the state of Shadow's gloves, "do not carry that signature. They block or mask the signature, and allow you to—"

"Touch him!" Shadow smirked as he punched one palm with his fist, imagining the pleasure of decking the bolts-for-brains Metal Sonic, "So that's how it works."

"I'm telling you this, because I want an ally to finish Metal Sonic off, not an enemy. If an outsider destroys Metal Sonic, it will further portray that I have no control over my own creations."

Something seemed to snap into clarity in Shadow's brain. It was the feeling déjà vu, but not understanding the purpose of the feeling he cast it aside and continued the conversation.

"…but… in all honesty, you really _don't_ have much control over your creations." Shadow raised an eyebrow.

"_The smart ones anyway._" grumbled Eggman to himself in resentful agreement.

"What was that?" Shadow had failed to hear.

"Never mind…" Eggman waved it off, "Keep in mind that if your gloves are soaked in your own blood like that," Eggman took one of Shadow's wrists and looked at his glove, "You won't be able to touch Metal Sonic."

"Right." Shadow squirmed uncomfortably from his weak grip. He didn't like physical contact with humans, though he did respect Eggman for at least one thing; his lack of fear. Most beings would distance themselves from Shadow, but not Eggman. Not unless there was good reason.

"Wait a minute." Eggman stopped walking and looked carefully at Shadow's wrists, "What happened to your bands?"

"My what?" Shadow said blankly, his face wincing slightly.

"The gold rings around your wrists and ankles. I just noticed… What happened to them?"

Shadow looked himself over. Indeed the rings were gone. He had not noticed himself.

"I… I don't know." Shadow eyed the back of his wrist as he thought, 'Great, all I need is another mystery.'

"Well, it's probably a good thing. This way we'll be able to tell you apart from the clones." Eggman began to walk again, leaving Shadow behind to admire his wrists. Now that Shadow had noticed it, it felt strange to not have those gold bands. They had been on him almost as long as he could remember.

Shadow turned and jogged to catch up to Eggman. He had stepped onto an open lift, and Shadow had to jump high to get on the quickly ascending platform.

"What purpose did they serve?" he questioned as he composed himself next to Eggman.

"What do I look like? Your creator?" Eggman grunted.

"Yes.Striking resemblance." Shadow ran a hand through his quills.

Eggman ignored that comment, "Obviously they don't do much, as you didn't notice until I told you."

Shadow was silent. He kept looking at his wrists now, feeling… exposed.

"Get over it, Shadow." Eggman rolled his eyes behind his glasses.

"How about I take your glasses… see how you like a part of yourself missing." Shadow suggested.

"Fine… it's not as if it's my arm or leg." Eggman said, semi-sarcastically, and crossed his arms, hoping the lift would reach the top soon.

"Shall I take them then?" Shadow thought Eggman was serious.

"Drop it, Shadow…"

It was Shadow's turn to cross his arms and hope the lift would reach the top soon. Eggman was no fun.

The lift had taken them to one of the only aboveground section of the base. The secondary controls stood here – a large, circular structure with many blinking lights and holographic screens, much like the one Eggman had used during their last saga with Rouge. The wall behind the computer reached up to join the ceiling at a 45-degree angle, and several long, seamless, heavily reinforced windows stretched from the floor, up the walls, and across the ceilings as skylights. The sun was just starting to rise, lighting the vast room and the outside with brilliant orange light. The windows allowed a beautiful view of the sunrise over a dry desert landscape.

Shadow found this room peculiar… it wasn't at all like Eggman… it was more… more like Gerald's style.

"Tell me Doctor, did you build this base?" Shadow asked curiously.

"Parts of it, yes." he replied.

For once, Shadow was satisfied with an incomplete answer. He knew… Smirking to himself, he knew that a good portion of the base must have been Gerald's design. That's why he had felt so at home, running the loop.

**SHOOM! SHOOM! SHOOM! SHOOM!**

Shadow's happy thought broke. He unfolded his arms slowly as he turned around. Eggman had pulled a lever on the control panel, making large metal sheets close over the windows, one by one.

"Typical…" muttered Shadow, allowing his expression to go blank again.

"As soon as the Dark Legion is ready, you can begin your mission. I want you both to start at the same time. It will be easier to track you all that way." Eggman read a message that popped up on one of the screens, "Ah… see? Dimitri's briefing them right now."

As Eggman fiddled with the controls and various complicated screens, Shadow sought out the darkest corner in the room, and leaned against it, arms and feet crossed. He let his eyes close, and entered another almost meditative state as he waited.

"What exactly is Dimitri?" Shadow asked after a very long silence, "…and the other cloaked ones."

"They're cybernetic echidna. Parts of their body have been replaced by robotic parts, but they're mostly flesh and bone." Eggman answered, speaking slowly as he was working at the same time.

"Why do they cover themselves?"

"Why don't you ask them?"

"Because you seem to know a lot about them."

"We'll I never thought to ask them about such a minor detail. It's a personal choice I suppose… but the way they act sometimes, it's almost like a cult."

"Humm?" Shadow opened one eye but didn't move from his place in the dark.

"They worship technology apparently. Before they met my father, the rule was that you had to replace a body part with a cybernetic piece to be accepted into the Legion. It's fascinating…"  
"Hn…" Shadow growled and closed his eyes again.

"I didn't get to see much of them, but some of them have more robotic parts than others, voluntarily. One of them has the majority of her spines replaced with medusa-like appendages. She can use them as extra hands or as weapons; very useful."

"She?"

"Four of them are males, two I believe are females."

"Oh."

"It's hard to tell who's who sometimes, as they all like to linger in the dark, are very bitter and ruthless, and don't talk much… kind of like yourself."

"Humph…" Shadow turned towards his corner, annoyed with the conversation.

There was another long silence. Shadow lost track of time, but what must have been a half hour later, one of the cloaked figures entered the room by the lift. This one had a glowing red eye under the hood. Shadow opened one of his red eyes and watched intently as the cloak walked over to Eggman. Each step they took clanked heavily against the metal floor.

"We're ready to commence our mission." the male voice reported.

Eggman turned from his work, "Good. You all have your tracking devices activated, and I assume Dimitri has already gathered the information he needs to find Sonic and Knuckles?"

The cloak seemed to twitch at Knuckles' name, but nodded slowly.

"Then you may leave at once."

The cloak started to leave as Eggman turned back to his screens.

"Oh… Kragok, wait!" Eggman spun around again.

The Dark Legionnaire, Kragok, stopped and turned to face Eggman once more. Eggman turned to Shadow.

"Shadow, I want you to leave with Kragok. The Dark Legion will show you the way out."

Kragok seemed to jump as Shadow stepped from the concealment of his dark corner. Had he not noticed him standing there? Kragok didn't wait for Shadow, and was on the lift by the time he caught up.

Shadow stared into Kragok's glowing red eye – it being the only focal point available – and Kragok stared right back at Shadow. This continued for what seemed like an eternity, and then Shadow broke eye contact.

'I'll show him.' Shadow thought, then said, "This lift's too slow, see you at the bottom." and with that he leapt straight over Kragok's head, letting himself freefall a few hundred meters to the floor below, hover shoes breaking the fall as he landed lightly. Down here the hallway was dark, especially now that Eggman had closed all the skylights.

**CLANG!** Shadow looked to his right. Kragok had followed by simply stepping off the platform and landing beside Shadow, with hardly a bend in the knee. It may have just been the light, but Shadow swore he could see a smirk beneath the hood. The smirk soon faded.

"This way." Kragok said coldly.

Shadow followed, unfazed. After a few minutes of walking and another game of chicken – a freefall straight down the middle of a spiral staircase this time – Shadow and Kragok found themselves in the place where Shadow had first made his appearance in the base; the large warehouse/hangar-like room. This time the majority of robot echidnas were lined up in tight formation to the left of the room, freeing up space in the middle. The hangar had opened up at the back to reveal a segment of a cave; the quad rails and several of the flatbed cars from the high-speed train contained within. Around 20 more of the robot echidnas were standing on a flatbed of the high-speed train. Although they were purely mechanical, someone had dressed them in black cloaks similar to the six cybernetic Legionnaires. Another flatbed carried two small tanks.

'_Tanks?_' Shadow thought in disbelief.

Kragok walked over to the other five of his kind, who had assembled near the train. Shadow joined them shortly. One of them looked at Shadow and spoke directly to him.

"_We have been instructed by Eggman to take you with us, and leave you at the first stop._" It was Dimitri.

Shadow nodded as three of the cloaks started to move onto the train. Then the last three turned and boarded the train as well. One of the last three leapt into the air and glided onto the last car. Shadow sprinted over to the train and found a small space where he could sit, undisturbed by their prying red eyes; behind several robots and a metal crate, which he assumed was for transporting the Chaos Emeralds once they were 'collected', as Eggman had put it.

The door to the hangar closed behind them, sealing itself so well, that it looked like just another part of the cave wall. The train began to move. The ride was not unlike the previous one he had taken against his will on this train; smooth, but fast and fairly noisy.

As they went, Shadow listened in on the conversation behind him while watching the Legionnaire in front of him, who was sitting with its back to him on the last car. Shadow was just out of earshot, so he could only hear fragments of what was said.

"So who's going to take … … Guardian?" asked a female voice.

There was a pause as this was considered.

"… _will do the honours. He's … but … not worth my time._" Dimitri.

"Thank … …" Kragok sounded sincerely grateful by his giddy reply, so Shadow assumed he was the one who was assigned the 'honour'.

"… about Sonic?" the female voice again.

"_I want … three … … … on him, plus the __Mechidna. … not … … underestimated_."

Shadow assumed that 'Mechidna' were the robots he was sitting behind.

"…and his other allies?" an unknown male voice, "The mutant fox, and perhaps the Chaotix team?"

"…_can fly well, … I'll send her against … fox_. _Rex and I will take any others who cross our path_."

The train was slowing, so it became easier to hear.

"Where is … … anyway?" the female voice.

"… last car." Kragok.

"Good. I hope she falls off … we stop." the female again.

Three of them chuckled.

The train approached the first stop, a small platform and metal doorway that said EXIT on the left.

"Lien-Da, you're supposed to think that way about the enemy, not allies!" laughed one of the unknown voices, "Let alone your little sis—"

"_Half_ sister. ...and don't call me that." She hissed in a deadly serious tone, "I'm Kommissar now…"

One of them whistled in mock impression.

**SMACK!** Someone got slapped…

The breaks screeched and the train halted, jarring Shadow to get to his feet. He vaulted to the platform on his left, and started for the door.

"It's your own business to how you get back, you know." yelled Kragok, almost teasingly, "So we hope you remember where the door is…"

Shadow said nothing. He was just going to use the emerald to get back, regardless of Eggman's warnings. The train started to move again, and just as Shadow placed his hand on the latch to the door, it whooshed out of sight.

Shadow flipped up the heavy metal latch and pulled open the door. It led to a rocky cave. Shadow stepped through the doorway, shutting the door behind him, and started to jog down the cramped path. One dim security light on the opposite side of the door was the only thing lighting the cave, and so the tunnel became darker as he went. He could hear water rushing at the end. As he came closer to the sound, the air grew damper and the floor started to splash under his shoes. Shadow suddenly stopped dead in his tracks and swore. Ahead of him was a deep pool of rushing water. Two obviously Eggman-made pipes (for it had his logo printed on them) gushed a thick, steady stream of surprisingly clean water into the pool, which seemed to be draining whirlpool-style to some outside source. There was no way out except under water. Was this really necessary? Had Eggman been able to pick up the white emerald up on radar enough to send Shadow to the closest location? Or was this some sick joke? Shadow swore again and sunk his head into his hands. Like Sonic, he couldn't swim, but as an added bonus, if he got his Air Shoes wet they wouldn't work for hours after. Not only that, but Shadow had no idea how long the water tunnel was. He could very well drown before making it outside – if that was even where the water went. He hesitated for a moment at that thought, and then thought about the benefits. Drowning was probably one of the better ways to die… better than being sliced and beaten by Metal Sonic.

'I'd rather try to find a meaning for my life before I die,' he thought, '…and at the moment, my purpose is this mission for Eggman.'

…and he bravely dove head first into the water.


	6. Chapter 5

**Chapter 5**

Fast flowing icy water pushed Shadow quickly through the lightless, narrow pipe – and it wasn't as short a pipe as he had hoped. Seconds seemed like hours as Shadow held his breath, constantly being pushed forwards and completely disoriented. Once again he was at the mercy of something… helpless. This time it happened to be almost every hedgehog's greatest annoyance: water. Though for Shadow, the annoyance was more the fact that he couldn't swim, rather than just the sensation of being wet – Sonic would agree with this. The water may have actually been a cool refreshment if he hadn't been so concerned about the lack of air. As powerful as his lungs were 'built' to be, he felt that he could not hold his breath much longer than a minute – though he had never tied, so he couldn't be sure. He was going to find out. Shadow was going head first, and could feel his bulky shoes creating a lot of drag behind him now that they had filled with water. Suddenly there was a dip, and the forward push stopped. The water tunnel had forced Shadow underwater into some kind of pool. He reached out to try and grab something to pull himself out of the water, but there was nothing; the basin he was in was rounded and smooth. Fortunately he didn't have to worry about it long, as he slowly floated to the surface with help from a slight upward current. A huge gasp for air accompanied the sound of rushing water all around him. It was still lightless when Shadow opened his eyes. He floated half on his back for a moment, catching his breath, and then was suddenly pushed forwards by an increasingly powerful current. He was forced to stop when he felt his torso hit a wall. He tried to push away, but the current insisted on holding him against this wall. Blindly moving his hands around in the dark, he could feel the water pushing then detouring around him to pour over the wall. Reaching out in front of him, Shadow could feel that this wall was actually some kind of continuous platform being flooded with water.

'This must be the end,' he thought, relieved that it was over and pushing himself out of the chilly water. He stepped up with one very soggy and heavy hover-shoe, "Now where is—AAARGH!" Just as Shadow had stood up straight, he slipped on the wet, rounded floor, landed painfully on his back, and cursed repeatedly as he flailed down the waterslide from hell.

It started with a fast and stomach flipping drop, then it smoothed out, but only for a moment, as Shadow suddenly found himself sloshed up against the left wall… then the right… then the right again.

"_Where the hell is this taking me_?!" Shadow yelled angrily as he slid down a spiral, not expecting an answer.

The slide seemed to answer with a sudden, 90-degree freefall down the closed pipe towards… light! Shadow wanted to feel relieved, but the sudden freefall with water sloshing and spraying all over was keeping him thoroughly emotionally occupied. Not being able to see what was below because of the brightness, Shadow curled into a ball, hoping his spines would break whatever impact to the ground or water he was about to experience. …but there was no impact. The pipe ended and Shadow shot into warm air, then rolled down a smooth arc of stone that re-directed him in a rapid spin across the surface of a large, choppy pond. Noticing a ledge approaching, he uncurled and allowed himself to break through the surface of the water, stopping just in time to brace his hands against the ledge to prevent himself from toppling over.

Gathering his senses Shadow looked over his shoulder, water again pushing on his back like it had done before the terrifying waterslide. The pipe he had rocketed out of was cleverly concealed in a rocky overhang to look like a hidden cave spilling out a waterfall. The stone arch he had rolled down looked like it had been eroded there by water, but judging by the perfect curve it made from the water chute to the pond, he guessed it was Eggman-made as well. The water from the pipe slid down the arch into the round, bowl-shaped pool he was in, then if it became overfilled, would careen over the ledge that Shadow was positioned on. Shadow knew that if he weren't careful, he too would be careening over the edge like the drizzling water.

How far did the water fall from here, anyway?

Shadow looked over the edge. It wasn't too far down, but Shadow didn't fancy jumping off and into what looked like a shallow river below; he had had enough of this water stuff to last a lifetime.

How long would a lifetime be, for him? Perhaps learning how to swim would be a valuable time investment. Not that he was short of time anyway…

'Not today.' Shadow thought as he forced himself to look at the bright scenery around him.

There were countless rust colored rock cliffs and crevices, with a lush but harsh looking jungle huddled around the river below that stretched as far as the eye could see. The river branched off in several places, allowing the jungle to extend and wind between each of the red rock canyons. The sun was hot against Shadow's dark fur. He could use that to his advantage.

In a flash, Shadow used all his strength to push off the ledge, leap clear out of the water – making sparkling water arch into the air in his wake – and spin dash to the very top of the rocky overhang behind him. Up there he halted in mid-air, spinning rapidly, shaking, and wringing himself dry. He paid special attention to his shoes; swinging his legs rapidly back and forth to whip the water out and off. After this stopped being an efficient way to dry off, he stopped and sat leaning against a rock to rest in the sun and wait for his shoes to dry out completely. He was a little shaken and cold from the watery ride anyway.

Shadow noticed that his spines had softened and drooped out from their regular twisted positions, making him look surprisingly like an echidna. He shook his head vigorously a few times to try and make them stand, but they were still too soggy and would sink slowly down around his head in long strands. Giving up he stretched out and closed his eyes, not used to a bright sunny sky. Having spent most of his memorable life in space or darkness, light wasn't really Shadow's thing.

It was silent on top of the rock except for the occasional wind gust, and the soft drips of water falling off Shadow's spines. The sound of the water falling on the other side of the overhang did not reach Shadow's ears. He wondered how much longer he would have to wait. He didn't want to take off his shoes, even if it meant they would dry faster, as they weren't the easiest to get on and off. He also felt extremely vulnerable without them.

'Maria would have liked this place.' he thought to himself, eyes still closed, 'Peaceful and natural…' then something occurred to him, making his eyes open and narrow slightly, 'Why did was she so kind to me? I am the exact opposite of everything she held dear.'

Shadow focused on the sound of the drips of water. One of his ears flicked, and he ran his hand over it to squeeze the water out of the short fur.

'I _was_ what she held dear…'

'How do you know that?'

'She was always there for me, always wanting me to stay with her on ARK… she taught me about life…'

'…but not about death?'

'We believed that an afterlife awaited us… but never elaborated.'

'Maybe you just don't remember?'

'It's not that I don't want to— I just— I can't—' his thought was interrupted by a new noise; one of rock being crunched underfoot. Shadow leapt to his feet.

No one had approached, but still the noise persisted. Shadow braced himself.

'An invisible foe?' his eyes shifted to every focal point around him, and his head whipped around, looking for what might be a threat. Maybe Metal Sonic had found him again?

**CRUNCH! CRUNCH! CRUNCH! **The noise grew louder. 'It' was getting closer.

Shadow suddenly realised what it was; he had heard this sound before. He moved towards the back of the overhang and peered over. Sure enough, a banana yellow echidna was making its way up the rock face – and quickly! It was so busy watching where it was going, that it hadn't noticed Shadow yet.

Kneeling and looking over the edge, Shadow watched as the echidna continued its speed climb. It was wearing protective metal digging & grappling claws on its fists to help cling onto the rock. Was it an enemy? He didn't have time to decide, as it suddenly looked up, spotting Shadow.

"Hey there!" she hollered up as she finished the last leg of her climb, and then hauled herself over the top, "You must have been up here a long time! I've been climbing all day and haven't seen anyone."

Shadow simply tilted his head to this creature. Slightly annoyed that his piece and quiet had been interrupted for this, he crossed his arms, "Not too long." he said.

"What side did you come up, then?" she asked, unfazed.

Shadow looked over his shoulder, indicating the spout-like waterfall.

"Ha! No wonder you're so wet!" she smiled cheerfully, "Yeah… my boyfriend and I tried that side a few days ago. Better for swimming than climbing. Though he's not much of a climber himself anyway." she rolled her eyes.

Shadow rolled his eyes, too, but not at her last comment. Pathetic creature…

"I haven't seen you around, what tribe are you from?"

"Eh…" Shadow was caught off guard, had she really mistaken him for an echidna? Maybe this could be used to his advantage…

"Oh! You must be from that one in the north. …whatever it's called. I've only seen markings like yours on echidna from there…" she smiled as she eyed Shadow's false 'dreads'.

"Yeah… that's right." Shadow said blankly, 'Just what I need, another knucklehead.' he uncrossed his arms, bored with this girl and deciding it was time to leave, whether his shoes had completely dried or not.

'I wanted to get away from the city today, because of the surge of tourists and all.' She sat down and took one of her grappling claws off to massage her fist, 'It's nice to see that some of the tourists are not just here for the Chaos Emerald."

"Chaos Emerald?!" Shadow rounded on her.

"Yeah…" she looked at him strangely, "You haven't heard?"

"N-yeees!" Shadow corrected himself in mid speech, "I mean… who hasn't. I just…"

She laughed, "Yeah, exciting, I know. It's like… we haven't seen any emeralds for at least a decade. Pretty amazing that one just decided to appear in the middle of the market. I mean, it's like this old woman was haggling fruit, and suddenly found she was holding an emerald. Then the whole market, like, jumped on her to try and get it for themselves. Crazy…"

Shadow wasn't listening to that part; he was trying to think quickly, eyes darting to and from his shoes, "Where is the emerald now?"

"On exhibit, of course. Though the government has restricted viewing and security is very tight." she put the metal claw back on and stood up, "You wanna go see it? The line's long, but you can probably beat the evening crowd. I should be heading down anyway, before the Phan-man goes home without me…"

"Yes!" Shadow jumped at the opportunity, again ignoring the last bit. This echidna, though painfully irritating to Shadow with her informal speech and gestures, could lead him right to his goal. …and by the sound of it, he would barely have to lift a finger to get it. Dr. Eggman must have known that the emerald was here, but it seemed so simple. Why send the Ultimate Life Form to do such a petty fetch task?

'Maybe it's a loyalty test? Efficiency?' Shadow thought to himself. Either way, he wasn't going to question why this girl wanted to help him.

"Lets go then. I'm Ming-Le by the way." and without even the slightest hesitation, she leapt off the edge of the rock, spreading her dreads and gliding further and further away.

Shadow's mind raced, if he wanted to get into that city, he would have to continue being a fake echidna; he needed a name for himself, one that wouldn't be recognised and was strangely… echidna sounding, "I'm Woodash the heh-echidna." he hollered back, almost blurting out hedgehog in the process.

"Gesundheit!" she yelled over her shoulder. Being a fair distance away now, the error had sounded more like a sneeze.

Back on the rock, Shadow was having more trouble, 'Hedgehogs can't glide. At least… not without the shoes and some momentum.' Shadow looked around quickly, 'Momentum… momentum…' he looked at the rock he had been leaning on, 'Momentum!'

Shadow ran as far back on the overhang as he could, crouched down, then as fast as he could without aid from his shoes, ran and vaulted off the rock. He sailed into the air, arms and legs stretched out behind him, head and chest up and forwards, trying to get the most out of his push off the rock. Wind whistled through his glistening fur, and rustled his white crest. Before he could let himself be absorbed by the beautiful scenery, he sailed straight by Ming-Le. Shadow had just reached the peak of his leap, and was starting to fall. Quickly thinking of a way to cover it up, he turned, smirked at the echidna, then pointed his nose towards the ground and dove into the heavily treed jungle below.

The jungle canopy rushed up at him as he plotted a landing spot; what appeared to be a flexible tree limb. A cold look of determination on his face, and with only milliseconds to react, he fanned out his limbs and flipped to fall feet first.

Too fast! Shadow missed one of the top branches by inches, but with lightening reflexes, managed to grab onto it with one hand. The branch snapped under the unexpected weight, letting Shadow fall onto the next, larger branch, feet first, with fortunately much less force. Using the grove in his shoes, Shadow slid towards the end of the limb and let it bend, slowly lowering him to the ground. He calmly stepped off the branch, letting it whip back up to its normal position.

'Somehow that felt… cool…' Shadow narrowed his eyes and smirked; impressed with himself for a moment, then thought of how he had just used a ridiculous pop word. Having lived mostly in a time around twenty years ago, he felt uncomfortable and silly using modern slang. He blamed the gap in his pedantic style on the young echidna.

He looked around. The jungle floor was dark, damp, and carpeted with lush red and green underbrush. There was a shallow stream running nearby.

"Dude!"

Shadow's insides jumped at the male voice.

"You're more of an adrenaline junkie than she is!" the stranger was behind Shadow.

Shadow whirled around in surprise, ready to defend himself. It was a golden-orange echidna. He had a worn canvas backpack over both shoulders, and a rope coiled around the crook of one arm. He seemed a little… off, which might have been because of his heavy-eyed look. Shadow scowled; he rather disliked surprises. He also disliked this guy's manner of speaking; it was worse than that Ming-Le.

"Chill dude, didn't mean to scare you." the echidna half laughed.

Shadow bristled as he crossed his arms and gave him a sideways glance, 'Describing this being as annoying would be like describing Sonic as fast; it just wouldn't be saying enough.' he thought to himself.

Shadow heard a rustle as the yellow echidna suddenly dropped through the canopy of trees to land beside what he assumed was her… what did she call him?

"I see you've met my boyfriend Aristophanes."

Ah yes… the terribly misleading word 'boyfriend'. Shadow had previously watched the pink hedgehog, whatever her name was, state repeatedly that Sonic was her 'boyfriend' – but Shadow doubted anyone could be stand being friends let alone _stand beside_ that… pink thing… whatever her name was. …and from previous observations, apparently 'boyfriend' had come to mean 'more than just friends', further proving the inane pink hedgehog wrong.

Shadow snapped out of his ponderings as Aristophanes the echidna held out a gloved hand in greeting, "You can call me Phan-man for short. Everyone does."

Shadow didn't want to shake hands, but something inside made him do it.

"…and Phan-man, this is…" Ming-Le struggled, "What was your name again?"

"Woodash the hedgehechidna." Shadow's insides squirmed as he messed up his false name again.

"Woah… our dude's got some serious identity problems, me thinks." grinned Phan-man.

'_If only he knew!_' Shadow forced an outburst down, using all his might to keep his neutral expression from going sour. Twice now he had slurred his wording.

"So anyway…" Ming-Le changed the subject, passing off what she thought was an honest error, "I was just about to show our fellow climber here where the emerald is on display tonight. You can head on home; I'll join you later." She handed him her climbing equipment; the digging claws and removable picks on her hiking boots.

"Sure thing Ming." Phan-man did a half-salute and started to walk away, but he stopped and turned to Shadow, "Hey… you're from that tribe in the east, right?"

"North actually." Shadow corrected, though he really had no idea about these 'tribes' so he just went along with what Ming-Le had decided.

"Oh… yeah… my bad." Phan-man nodded and half-smiled, then disappeared into the underbrush.

'Why all these echidnas are obsessed with phenotypes in modern times is beyond me.' thought Shadow.

Shadow had once seen a brief glimpse of a text on the historical past of the echidna and their many diverse tribes. Apparently many groups still practiced highly selective breeding so as to preserve their ancient markings and looks. Knuckles was a prime example, sporting the ancient Guardian's Crest and the emerald guarding tradition. The species also tended to keep to themselves, rarely allowing outsiders of other species into their hidden cities.

Shadow's spines were still soaked, and he felt a small drop of water trickle into his ear – he flicked it, then realised that echidna don't normally have visible ears. As best he could, se flattened his ears against his skull.

"Okay, let's go." Ming-Le started to lead the way through the jungle.

Shadow followed at a painfully slow pace. His shoes were still a little soggy, making his feet very uncomfortable, and the shuffle he had to do to walk in the Air Shoes wasn't helping. It was only a few minutes of bushwhacking before his legs screamed for Shadow to let them glide effortlessly across the ground again – apparently the muscles used to walk were not the same or used the same as the ones used to skate.

Ming-Le started to tell a story about some other 'spectacular' climbs she and this 'Phan-man' had done, but Shadow was barely listening and would only feign interest on occasion by grunting acknowledgement. He simply didn't care. Besides, he had other things on his mind, the most important of which being the Chaos Emerald. He thought about all the different ways it could be locked up, how much security there would be, and how much longer these damn shoes were going to take to dry. …and this insufferable echidna's background noise was getting on his nerves.

Just when he thought he was going to have to knock the banana head out and go it alone, they arrived. Just barely. Their destination started as a chute disguised as a tree. The entrance to the chute was nothing more than what looked like a rotted out knothole in the tree. Ming-Le explained that this was one of the many entrances into the city (though she would not elaborate other than that this particular entrance was the closest to where the emerald was on display), and they would have to slide down and pass through security to get in. Passing through security (for echidnas) consisted of only a name clearance and a check for weapons. Unless you had a special passport, it was echidnas only from here on.

Shadow was surprised he had found a use for playing 'faker'. This echidna would lead him straight to the emerald, once there he would take the emerald and use the Chaos Control to warp back to Dr. Eggman to complete the mission, and be ultimately a step closer to getting those files. Shadow was also glad that the emerald happened to be in the possession of the echidna, and not G.U.N., Sonic, or at the bottom of some cold, salty ocean of this planet (in that case he would be – literally – sunk).

Ming-Le spoke again, "I'll go in first. Wait exactly ten seconds, and then slide down feet first. That way you won't have to worry about crashing into me at the bottom." she gave a short laugh.

That was the least of Shadow's worries. He thought sarcastically in mock enthusiasm, 'Great…another dark, cramped tunnel to blindly hurl myself down.' he nodded to Ming-Le, ensuring her that he understood these simple instructions.

"Okay then, just answer the guards' questions quickly and honestly and there shouldn't be any problem." she smiled at Shadow as she prepared to slide down, "See you inside."

When she disappeared, Shadow began to count as he climbed into the narrow opening. Honesty had been thrown to the wind today, on top of that Shadow was never a good liar, and he wondered if the guards would be able to see through him, '…five… four… three… two… one…' at 'one' he let go of the rim of the opening and let himself fall into darkness. 'Down the rabbit hole…' Shadow thought, for no reason in particular… the phrase was familiar to him, but he couldn't quite place it.

It was like the water tunnel all over again, except this time he could actually breathe, and wasn't terribly disorientated. There was darkness all around him, wind whistling past his face as he slid deeper and deeper into the ground. Suddenly, sooner than he expected, his feet slammed against something and he stopped moving. It was bright now, very bright. Shadow felt vulnerable lying on his back in the marble chute, and then threatened as two very buff male echidnas in uniform suddenly loomed over him.

"Name please." the first one said professionally, and with a light Australian accent.

"Eh—Shadow." Shadow instantly regretted it, and felt a failure at trying to be a faker. He decided that lying was hard—no, impossible, especially under such imposing figures, and that after this mission, lying would be a seldom-used technique. Even with a few bumps, faking his identity was a lucky decision, but he preferred a flawless performance to 'just getting away with it'. Besides, the usual flash & crash technique was much more fun. The first echidna stopped looming and walked away, over to a small stack of paper on a desk.

"Stand up, please." the second said, sounding bored.

Shadow did as he was told, and looked around the room as he did. He was in a small and brightly lit dirt cave. There was a white door with a small window at the far end, and he could see Ming-Le's irritatinglycheerful face peering through.

"No apparent weapons present." the second echidna had carefully looked Shadow over for threatening items while Shadow was making his own observations. Though in any occasion Shadow chose only carry himself and the occasional emerald, so there was nothing much to look at.

"Name cleared. No match to any wanted criminals or exiles." reported the first as he threw down the papers, wrote something on another paper, and then walked back over to Shadow, "Just one question, sir." he said to him tentatively while crossing his arms.

Shadow's mind began to race again in the moment's pause. What would he ask? Had they recognized him for what he really was? He started to plan how to take them out and escape, but the only outward emotion he showed was a raised eyebrow.

"I'm dying to know where you got those shoes… I've never seen anything like them!"

Shadow just about fell over in relief, but in reality didn't even show a flinch, "Uh… They're custom made… by a friend of mine… who's unfortunately passed away." it was as close to the truth as he could get without blowing any more cover than he had, and it had been easier than lying. He looked down at his own shoes, still a little soggy, and tapped a foot.

"Oh… damn it. Sorry to hear that." The first guard said disappointedly and stepped back, allowing Shadow to hop off the marble chute and onto the floor. On the same level they were both slightly taller than Shadow, though it could have been that his droopy spines made him look shorter.

The other echidna now spoke, "Well, you're free to go then. Just exit through the door."

'Nah, I'll exit through the _wall_ instead…' Shadow thought sarcastically at the stupidity of the last comment, there being only one possible exit in the room. Or perhaps it was just another mood swing coming along; his stress level was up from all these interactions.

As Shadow was closing the door behind him, he heard a whisper of, "Man, I want those shoes…"

"See, no problem, eh Woodash?"

"Hum?" Shadow looked over at Ming-Le, "Oh, right… no problems." except for the fact that he still had to remember his stupid fake name until he could catch sight of the emerald (for he rather liked the efficiency of having a guide). As simple, sloppy, and frustrating as this mission was turning out to be, Shadow decided that this was probably better than being back at the secret jungle base, getting sliced up by lasers. Then Shadow decided that he rather liked a good fight on occasion, and nothing could possibly be worse than the water tunnel. Then he regretted that thought, as it usually results in a situation ten times worse than the one mentioned out of spite, and silenced his thoughts on the subject.

"So, what do you think?"

"Wha? Oh…" Shadow finally came to grips with his surroundings. He found himself aboveground again. A blue sky dotted with clouds above, a cobblestone path beneath his feet, and in front of him… "It's… nice." Shadow was surprised at the simple beauty of this apparently densely populated city, which was reminiscent of the ancient human Mayan villages (though Shadow was not very familiar with the Mayans), just on a grander scale.

Ming-Le started to walk into a busy walkway, motioning for Shadow to follow. There were echidnas everywhere! Most were yellow or orange, with a few red-orange standing out here and there. Shadow felt a weird contrast with his black and red fur, but then saw a forest green echidna talking to someone while attracting stares, and felt a little better. Shadow's ears ached; it was taking quite an effort to keep them flattened against his head. He wondered how much longer his quills would stay down…

The buildings and dress of the echidnas may have appeared somewhat primitive, but these civilised and organized people were anything but. Shadow suddenly remembered that this was probably one of the strictly governed anti-technology tribes that the Dark Legion swore to overtake. At a glance they seemed to be healthy, happy and living life efficiently even without computers and television and telephones and any other microchipped device. Before Shadow could ponder this any further, his guide interrupted him.

"This is where the emerald first appeared." she said loudly over the noise of the busy street, gesturing to the area around them which was a busy marketplace. Food, clothing, pointless souvenirs and other things were being sold here, "That's the fruit shop I was talking about." she pointed, "The old woman is pretty well off now, with all the sales she's been making."

Shadow looked over at the stall, which stood out as much more elaborate and fancy than all those around it. The shop was no longer selling fruit either… it was selling hats and shirts and other junk souvenirs with pictures of the white chaos emerald on it. Even though Shadow was not one to believe in or care about currency, he thought it was a smart move on her part as there was a constant swarm of tourists gathered around her stall, buying things. Shadow also thought it was interesting that the emerald he had forced to teleport not long ago had created such a stir for an entire community.

They passed by many more shops – Shadow thoroughly peeved from all the walking – and the frequency of 'foreign' echidna increased. Every color under the sun; navy blue with black markings, a pale pink, white with aqua markings, lime green… Shadow felt more at ease now that he blended in to the crowds; they had entered tourist town. They soon reached the end of the road, and entered a very wide, circular pavilion, bordered with inns, restaurants and the like. In the very center was a small fountain (more tourists were seated around the edge), and just in front of it was… a very long line-up.

"Lucky for you, there aren't many people here today – see what I meant about the evening crowd? There's usually, like, people line up all the way to the market."

Shadow gave a slight nod but nothing more. His eyes were fixated on a point in the distance – he could already feel it, and his heart began to beat faster.

"Well, I better get going. Just get in line and you should be able to see it within the half hour." she smiled brightly, "It was nice meeting you, Woodash. Maybe I'll see you again on the rocks."

Shadow looked at her and smirked slyly, she had led him right to his goal without a hitch, "Thanks for your trouble."

"Oh, it was no problem. Always happy to help those in need. See ya!" she waved, turned and left.

'She was not unlike Maria.' Shadow thought, smirk fading, as he watched her leave, 'Kind and selfless, appreciative of nature's gifts.' Shadow shook it off, '…but still… Maria was _more_ – she was _human_ and still had those traits.' he felt a ripple of sadness at the thought of Maria's soft blue eyes, how she used to stroke the top of his head and play with his ears. So what if she had treated him like a pet at times… it felt nice to be…

…but he was getting off topic. No time to wallow in pity.

Shadow turned back to the point in the distance; as he honed in on the emerald's radiations, they captured and held his interest powerfully enough to make him forget his previous thoughts completely. He wanted so badly to just charge in there and take it, but he would probably cause a fight, possibly injuring many innocent people in the process (Not that _he_ cared in the slightest at this point, but Maria would never have approved of such a risk.). Shadow lightly kicked the ground with one shoe; they were probably dry enough now to function properly.

'Let's find out…' he thought, smirking again.

Shadow crouched low to the ground, preparing to try a light dash. Then, in a movement so quick that it left those who caught a glimpse of the black and red blur wondering what had just happened, Shadow dashed into the line, cutting in front of a few hundred echidnas. He stopped on a dime in a small gap he found in the line, where the people around were staring at the ground or talking to others; he figured they probably wouldn't notice his little cheat. Peering over the many dread-locked heads, he could just see the bright glint of the white chaos emerald. It was in what appeared to be a bullet and laser proof glass case (judging by the bluish tint that these cases often had), and was surrounded by armed guards and crowd ushers.

"Hey… where did you come from?" questioned a red male echidna behind him, "You just cut in front of me, didn't you?" he raised an accusing fist.

Shadow turned from his point if interest to face him, "What are you talking about? I've been here all day, same as you." Shadow remembered how gullible Knuckles was known to be – perhaps that was a trademark of the species?

"But I remember _that_ guy being in front of me." he jabbed his fist in the direction of a rather plump orange and black echidna in front of Shadow, "No way, you cut in!"

"Look, you unobservant, pathetic little anteater…" Shadow flared his eyes menacingly. Now that he knew where the emerald was, he had no time for—

"_There he is! GET HIM!_" a voice bellowed to Shadow's distant right.

Every head in the pavilion, including Shadow's, turned to the source of the outcry. Around twenty uniformed echidnas, much like the ones who had inspected him when he first entered the city, were gathered in front of the fountain, holding old bullet-style guns, and… crossbows?! A few civilians started to run from the scene, scooping up their crying children as they went. The one who had made the call was pointing sharply and directly at Shadow, but they were so far away that no one could tell exactly whom he meant.

"Which one, sir?" a feeble voice yelled from the group of guards.

"The one that isn't an echidna, you idiot! The black and red one with the white tuft of fur!" the apparent leader shook his head, "Didn't you read the description?!"

It was loud enough for almost everyone to hear, and the red echidna behind Shadow swore and slowly backed away, as well as everyone else formerly in line around him. Shadow had felt that this was somehow all too easy, too lucky – in light of previous missions he had been on, which tended to begin and end in violent conflict – but he had expected to finish this mission without needing to get too rough. Who had tipped them off? Ming-Le? Maybe he was wrong about her after all. Shadow was both angry and excited by the fact that he would have to make some sort of conscious physical effort today. Though, as much as he enjoyed the adrenaline rush of a good fight, after the water tunnel he was all rushed out.

No longer needing to play faker he relaxed his ears, which were sore and trembling from being kept plastered against his head, and twitched each one as they flipped up. Then, in an impressive and intimidating display to all those around him, he twitched and rustled his quills (now bone dry) while barely moving his head or limbs; much like a peacock shimmying its tail feathers. The sensation was not unlike goosebumps. His quills quickly fanned out and arched back into their usual twisted position, framing his head in a way that made him look deviously dangerous. He gave the guards a piercing, deadly cold stare as lowered his head, making his quills stick out even further in challenge and intimidation. He shifted one foot back and bent his knees slightly, itching to spring into the air. Shadow the hedgehog was ready for action.

No one moved. There was a silence as everyone gasped and stared, frozen.

Then everyone in the pavilion suddenly came to their senses and ran for their lives, shouting and causing a scene of chaos that Shadow found rather amusing. As the circle quickly drained of bodies, he noticed that the guards hadn't moved yet. Looking at each one he could sense the nervous tension surrounding the guards; they were the only ones who truly knew whom he was. As the civilians of the city did not normally receive much news from outside, only the guards who had been informed by their superiors knew that he was the Ultimate Life Form. He also noticed that Aristophanes, the Phan-man, was standing on the rim of the fountain, slightly behind the guards, and with arms crossed. He had obviously been the one who tipped the guards off, judging by the mischievous grin on his face. Shadow watched in his unusually wide peripheral vision for any more approaching guards. There were none at present, but he could hear weapons clicking in the distance behind him; the ones of the guards with the Chaos Emerald. The shops along the walls of the pavilion had wisely barricaded themselves shut with various bangs and clashes. Again no one moved. Shadow found the stillness unnerving… but it was the short-lived quiet before the storm…

Aristophanes yelled over to Shadow, "When you told me what tribe you were from, I knew you couldn't be an echidna because you got it wrong." he hopped off the fountain and strode a little closer to the line of guards, "When I saw your erect ears, I knew you couldn't be an echidna because we don't have ears like that. After a little research, I knew you weren't an echidna because you are in fact the infamous weapon of that Professor Gerald dude – The Ultimate Life Form: Shadow the hedgehog."

Shadow simply glared at his snitch, 'At least someone here has a brain.'

"Oh, and you're _so dead_. If you were just an intruder you'd just be fined and tossed out, dude, but since you're trying to steal the emerald…"

Suddenly thousands upon thousands of orange and yellow echidna (apparently the tourists had no interest in fighting for this city) armed with only spears and shields poured in through the only two entrances to the pavilion; the street which Ming-Le had led him through, and one to his far left. Shadow had forgotten one very important detail about echidnas – they were not a cowardly species. They had not run in a panic for their lives, but for their weapons. There was generally an equal male to female ratio among these young to middle aged fighters.

They poured in and surrounded Shadow, pressing themselves back against the circular walls, not yet knowing why he was being considered a threat. They did not show any fear, only caution as they efficiently made a wall of spears around the intruder. The presence of the emerald's energy burned desire into the back of Shadow's mind and he had to shake his head to clear it – he could hardly resist, but a wrong move could result in a more difficult situation. He could feel thousands of angry eyes on him. There was another short silence.

Shadow suddenly realised that Aristophanes had called him a mere 'weapon'. Insulting… he was about to make a retort to that, but just then the leader of the guards piped up.

"We know who you are, so we aren't going to even ask if you want to surrender… because… you won't."

'That's right…' Shadow thought, vaguely impressed with their foresight.

"We won't either, however, and you should know that we have no hesitations when it comes to the subject of killing you, as we have intelligence stating you are sided with the Dark Legion." the guards and militia army tensed at this comment, angry, "We will not allow—"

The combinations of the emerald's pull, the nervousness of the guards, Shadow's cranky mood, the confusion of how the heck they knew he was indirectly helping the Legion, and the intense anticipation of the fight suddenly pushed Shadow over the edge and into an emotional frenzy. Not being able to stand it any longer he made a mad dash for the emerald.

An impulsive mistake.

"_HUYAAAAA!_" the spear holders gave a battle cry and made a mad dash for Shadow.

Shadow however, was already at the emerald before they could take more than two strides towards him. He tackled the bullet and laser proof glass cube off the stand before the guards could react, and was about to dash off with it when three guards jumped him. Two grabbed his legs, making Shadow fall on his face with the box tumbling just out of reach. The third guard was going to pin him to the ground, but decided against it at the sight of his needle-sharp spines. Shadow pushed his body up with his arms, grinning madly as his hover shoes powered up and blasted the two guards in the face; they quickly and wisely let go before they were singed.

Shadow flipped up to his feet, hover shoes still blazing, and dove for the box. The militia were now closing in. Shadow grabbed the box and held it tightly; there was a strong double latch and lock on the back and no time to break it. The emerald sparkled brilliantly; Shadow's eyes did the same in the few microseconds he was able to admire it. He leapt into the air just as the militia and the guards closed in. Shadow felt the sharp pain of a spear jabbing his waist, and another in his back, but he was rising too quickly for them to penetrate too deeply. Then the sea of militia had a better idea, jumping and reaching up to grab his legs and feet, free arm, and then shoulder, successfully managing to pluck him out of the air with their combined strength. A bolt from a crossbow flew out of nowhere and stuck deep into Shadow's left side, and then another went through his right shoulder and poked out the other side.

"_GYAAAA!_" Shadow roared in pain as he weakly tried to kick the echidnas off him. It was unlike any pain he had experienced before; while lasers simply left burn marks and cauterized cuts, the metal rods stuck in him did not go away after they struck. Instead they stayed, severely inhibiting movement in those areas. Taking a signal of panic from Shadow's brain, the Air Shoes went into emergency booster mode, and blasted him free from their grip. Shadow hugged the box tight and curled into a spin dash. Spears, bullets, and bolts screamed through the air at him as he bounced off a wall and onto another. Running just under the speed of sound he started to sprint across it, defying gravity as he skated on the vertical surface with incomprehensible speed. He reached one of the two exits in milliseconds, but was met by even more guards, accompanied by militia. In a split-second decision, Shadow leapt up and onto the rooftops instead, and without stopping, jumped as high as he could into the air. There he did another spin dash, straight up this time. He went higher and higher into the sky, hoping to get high enough to spot a way out of this walled, hidden city.

…but suddenly… he hit the ceiling… literally. The sky was false. He was still underground in a gigantic dome. Immensely disappointed, Shadow's shoes sensed the desperation and fired up to help him ram the ceiling twice more just to be sure. The stone dome's painted sky chipped and cracked, but this was not something he could break at the moment. Not with the box under his arm, the two bolts stuck painfully in his flesh, and barely any momentum. He didn't know how much earth could be above the dome anyway.

Still in a frenzy but starting to panic at his lack of options, he dove down towards the rooftops. He could see the anxious and frustrated echidnas down below yelling and raising their spears. A bullet whizzed by his ear, and then another grazed his arm. They were still firing at him. Then one hit him in the hip and he heard it ricochet as it bounced off titanium-plated bone. At this moment Shadow managed to reason that lasers were much more humane weapons, if a weapon can even be considered that. Another bullet cut through the flesh in his thigh, and bounced off his femur to exit at an angle.

Shadow landed rather hard on all fours on a flat rooftop of one of the higher buildings, shielded and hidden by a three-foot high wall all around as he winced in pain. Bolts and thrown spears started to rain from the sky, so Shadow dove right and pressed himself against one of the walls, lying as low as he could with he painful metal bolts protruding from his body. He put the box down and bravely pulled the bolt in his side out.

"Arrrgh!" The tip was barbed and took a large chunk of his body with it with a sickening sound. He stifled a second cry as the pain shot harder to his brain. Shadow knew he would heal fast, so he felt no loss, only the searing pain as blood oozed from the gaping wound. Shadow looked at the bloody metal rod he had pulled out, and then threw it away. He could hear echidnas crawling up the building. He had to get out of here, _now_.

Tick tock tick tock… Shadow's mind raced. He needed to run. Run away and find an exit. …but where was the exit? He needed to conserve energy and rest lest he bleed to death, and wrong turn to find the exit now could be his end. He could hear the climbers getting closer, 'How much time?' he thought, and quickly peered over the rim of the wall. This was the biggest mistake he had made yet. A bullet screamed through the air and entered his right eye, destroying and blinding it. Fortunately because of the distance it was fired at, it stopped there and didn't go clear through his head.

The crowd of echidnas cheered as Shadow screamed.

"AAAAAAARRRRRRGGGGHHHH!" Shadow reeled as he held his gushing, bloody eye. The other was tearing. He couldn't see! He couldn't think straight!

Shadow thought for the second time in his life, 'I'm going to die… Maria I'm dying…'

…but for the second time, he was wrong.

A grappling hook flew high into the air then arched back down and anchored itself on the wall opposite to Shadow (who was still reeling and writhing in agony and hadn't noticed this). A Dark Legionnaire climbed up, wielding two laser pistols, just as the militia started pouring over the walls. It opened fire, twirling every which way to face the multiple enemies, cloak fanning out behind it while putting a hole in every climber's head or chest, and sending them careening back over the wall to their death (if they weren't already dead from the shot). A second legionnaire hopped over, followed by a third, and they both sprinted over to Shadow.

"Get up you worthless runt…" growled a male voice he could not recognize at the moment

Shadow couldn't just yet, "The… emerald… give it… to…"

"What?" the other, a female voice, interrupted, sounding un-amused, "This thing?" and she proceeded to rip the two locks off, bare handed. The white emerald rolled out towards Shadow, clinking sharply on the stone rooftop.

The first echidna, still calmly shooting away, crossed its arms and artistically shot two of the militia on either side of the rooftop at exactly the same time; the marksman appeared to be showing off in boredom. It then spun around and looked impatiently over at the group (not that you could see its face), thick cloak twisting around their body at the sudden stop.

Shadow, a bloody mess, managed to sit up and grabbed the emerald tightly – almost looking like a paranoid child holding a security blanket. Blood gushed from his tightly closed eye. Shadow felt weak and exhausted from the loss of blood.

"Woah… that doesn't look normal." whispered the female, barely audible. She was referring to the color of Shadow's blood – though at first glance it looked normal, in such large quantities you could see that there was some… unusual quality about it.

"C'mon, do your thing!" yelled the legionnaire with the pistols. She shot one last climber down (they had stopped climbing now that they realised it only resulted in death), and jogged over to where the other two cloaked figures were standing as she shoved both pistols back into their holsters on the inside of her cloak, "Get us out of here! What are you waiting for!?"

Shadow opened his one good eye and managed to say, "Get closer…" the three cloaks huddled around Shadow, all of them ducking to avoid another wave of spear and bolt showers as the emerald glowed with dazzling white light, "I can't… it's still too weak. We won't make it."

The wave of spears and bolts quickly ended. A very loud, unified battle cry rose up from below.

"Bastards…" muttered Kragok in disgust, "Primitive barbarians…"

"Julie-Su, you stay here." the female, now recognizable as Kommissar, said angrily.

"What? Piss off! You stay here and get—" she started. This was obviously the lone echidna at the end of the train – the half sister Kommissar and the others seemed to despise.

"Why don't you make yourself useful, and make a sacrifice in the name of Dimitri." Kragok, shot back at the one called Julie-Su.

"I can only take one…" Shadow interrupted.

"It's me then." decided Kragok immediately.

"Brother!" Kommissar yelled in shock and anger.

"Fine! Fine! Then he goes, and we _all_ stay." Kragok sighed in exasperation, "This isn't anything we can't handle." though he seemed uncertain. As the two females backed away, Kragok said in a whisper that only Shadow could hear, "I knew you were a careless weakling, hedgehog…"

Shadow opened both eyes, even though one was just a bloody hole, and stared deep into the glowing red eye emitting from beneath Kragok's cloak. Finding renewed strength with in his rage, he stood with emerald clenched in one gloved hand. In one smooth movement he tossed the emerald up and caught it in midair as he yelled, "Chaos Control!"

Shadow disappeared in a flash of light as the Legionnaires fought on.

He re-appeared at Eggman's base, in the dark control room.

"Shadow!" Dr. Eggman called out, concerned, from across the room. He appeared to have been expecting him, "Where are—" but he cut himself short, seeing the state of Shadow.

Shadow's legs trembled a bit as the emerald dropped to the already bloody floor with a **PING-KLINK!** Followed by a heavy **THRUMP!** as Shadow followed it.

Shadow lay sprawled and motionless on the floor, eyes closed, and all conscious effort going towards dealing with the pain of his eye, the bolt still in his shoulder, the gaping wound in his side, and various other cuts and punctures he had sustained. His quills trembled with each breath. Eggman had come to his side along with a few of the other cloaked figures. He could not see them, but he could feel the swishing of their cloaks around his torn body.

"Shadow." Eggman carefully flipped Shadow onto his back, "Keep breathing, Shadow."

"Easy… for you… to… say…" he managed to croak out between laboured breaths.

The legionnaires surrounded Shadow and lifted him onto a hovering platform. As they did so, Shadow squirmed in pain, and then allowed himself to black out for a moment. When he opened his good eye again (the blinded one was forced closed by a bandage), not knowing how long he had been out, he was in a different room, and could only see bright light and Eggman looming over him waving the white emerald around with one hand.

"Good boy." he said simply with a smile, much like a master would to a dog. Eggman had no idea how many had died for the prize, and Shadow wasn't sure if he would cared either. His voice seemed to be distant… and it echoed slightly. Shadow was in rougher shape than he thought.

A robot hand reached across his line of vision and mechanically ripped the bolt from his shoulder. Shadow could not remember screaming, but he was told when he woke up from another blackout that it was one of nightmares…


	7. Chapter 6

Author's Note:

Please note that there is a section of dialog in this chapter that came straight from the Sonic Adventure 2: Battle game. While I did tediously go and watch the cut scenes over and over on my GC with pencil and paper to get it right, I did not actually write that dialog – You will recognize it when you see it (hopefully).

The lyrics are from the Biolizard's theme, and Final Chase in SA2: _The Biolizard_ & _The Supernatural_. The other lyrics are from _Ave Maria_.

**Chapter 6**

… … … … …

_To the pressure…_

Everything's just like…

_An illusion…_

_Of loosing you…_

… … … … …

As Shadow slipped in and out of consciousness over the next few hours, his memorable life flashed before his eyes – or were they dreams? Shadow couldn't remember exactly at first, but didn't care; they were a welcome break from being conscious, which was exceedingly painful and depressing, even though some of the visions were extremely painful and depressing in their own right. Every time he'd wake up and try to move, one or multiple wounds would send intense shooting pain searing through his body. His brain too wracked and body too battered to cope with the pain, he would simply allow himself slip into comatose again.

… … … … …

"Shadow. Wake up Shadow…" a gentle voice whispered in his ear.

Shadow twitched his ear, winced, and turned over. He had been napping under a very big maple tree in the largest Green Room of ARK.

"C'mon silly, don't you want to play?"

Shadow suddenly realised who was speaking to him, and his heart skipped a beat, but it was a sad throb, "No…" he said lowly as he finally opened his eyes.

"What's wrong?" Maria Robotnik, a young adult, knelt beside Shadow, "I know I've been away for a long time, but it wasn't by my choice, you know that… Daddy wants me to get into a special school, and I need to spend more time at home."

Shadow curled up tighter. He knew the true reasons why she wasn't aloud to come to ARK as much anymore… Yes, her father did want her to go to a good school, but it was more complicated than that… _much_ more…

The first reason was because they had recently been training Shadow heavily in various unarmed fighting styles – they were teaching him how to kill efficiently, quickly, and brutally. The Professor thought it would be distressing and maybe even dangerous for Maria to visit Shadow after he was all wound up, or even beat up after some of the especially graphic battles he endured in the holographic fight simulator.

The second reason was that the Professor had also noted that a slightly agitated but un-distracted Shadow made a better fighter, and so he thought that by seeing less of Maria his skills would improve at a much quicker rate. He was right, but until recently, failed to notice that this technique severely degraded Shadow's morale over time, which in turn degraded his performance greatly. Shadow didn't even bat an eyelid at blood and gore, and he had no qualms about killing, but Maria did, and so it was a starting to become a delicate balance to how much influence Gerald could allow her to have on him.

The third reason was to protect the secrets of ARK's true functions. Shadow and Maria would often play games – such as 'who can crack the password to this restricted area door first' – that would end up with them wandering into restricted areas. This annoyed Gerald to no end, and the last thing he wanted or needed was for Maria to come face to face with the secret projects he had been working on, especially the Eclipse Cannon. …and if they ever met the Biolizard, he could only hope that Shadow would be strong enough let them escape its chamber alive.

The fourth reason was the secrecy over one of Shadow's true functions; a function Shadow himself has always been unsure of. Maria had been told that he was to be a guardian for ARK and its inhabitants, and perhaps even to be the one to bring peace and happiness to the Earth by vanquishing evil. Shadow had been told – and had been warned of severe consequences (such as never having contact with Maria again) if he let it slip – that one of his major purposes was to defend and operate the top-secret weapon on board; the Eclipse Cannon, and to enact brutal vengeance upon the Earth if something should ever happen to the ARK; especially if it involved G.U.N.

So between Maria's whisperings about how much good he was to bring to the world, and Gerald's ramblings about how he could someday help him forcefully mould it into his own image of utopia, Shadow was at a loss of what his true reason for being was. Though Gerald was his creator, he had an inclination to respect and believe Maria more, simply for the fact that she seemed to understand a lot more about life than anyone else did. She seemed to understand the feelings of others, while Gerald was frequently caught up in his own world. All of this, combined with the fact that Shadow couldn't remember much before what he was told was his twentieth year of life, made Shadow's thoughts and memories a jumbled mess. Gerald understood at least this much, and so decided that a friend to talk and play with – Maria – would help keep his mind of those things. He was right again, and his granddaughter ended up playing a key role in Shadow's mental health. She just seemed to have a way to connect with him that no lab tech or Professor Gerald himself could mimic.

…now that Maria was aloud to come only a few times a month, those jumbled thoughts were starting to surface and build up again.

"Grandfather told me you've been upset, so I came right away…" cautiously, as she knew Shadow could be quite flinchy when he was in one of his moods, she reached out with one feminine hand, and touched the spot directly between his ears; the soft red streak of fur that ran down through his top quills. She stroked in the direction of the fur as she spoke, "…he says… you don't even run anymore, or… play silly games when he and the techs need you for an experiment."

Shadow was still silent. Normally a head rub would have perked him right up, and he really, truly wanted to enjoy it, but today he felt numb, devoid of any feeling. He noted her cautious movement; he was used to being treated like a ticking time bomb – not that he liked it. So instead he bristled, making Maria withdraw her hand to avoid a prick from his now upstanding quills.

(At this point in the dream, the unconscious Shadow began to feel a rapidly increasing and overwhelming sadness.)

"Cheer up Shadow. It's almost the summer at my home on Earth and I'll be able to visit you every day. We can play and read and talk and hack into the computer systems and do all the fun things we used to." she said enthusiastically, but gently as always.

Shadow sighed deeply through his nose as he mindlessly broke apart a helicopter seed on the ground. Then it was Maria's turn to sigh as she stood and walked around to his other side so she could see his eyes. As she did, Shadow did what hedgehogs do best: he curled into a ball. Head between his knees, and twisted erratic spines covering every inch of his body, there appeared to be no way for Maria to make contact.

She thought the situation over. Her better judgement told her to leave immediately, as Shadow was being especially touchy and could be quite unpredictable when in that kind of mood. This was not his usual attention-seeking behaviour, either, as he would have normally given in by now. She did not fear him when he was moody – even though there had been a few emotional outbursts where she got hurt trying to calm him (she reasoned that he didn't know his own strength, and truly he didn't) – as she knew that he had had a rough upbringing, and knew in her heart that he meant well and wished that no harm would ever come to her. On better days he could be so protective of her that people in the hallways would have to press themselves against the wall to let her pass, lest Shadow give them a petrifying glare. Maria had worked very hard to help him balance his unstable emotions and thoughts, and so the other part of her mind was urging her to stay and make contact with him – if she couldn't get through to Shadow, who would? It would just erase all the progress they had made…

Maria thought of an idea and left the dome. After a few minutes of silence, Shadow thought she had went away for good, and so uncurled from his ball and sat up straight. It was late in the cycle, and so the dome was empty apart from Shadow. He sighed through his nose again and looked around. In front of him was a long, uninterrupted field of grass. It rippled and swayed in the artificial breezes. He let himself become entranced by its movement, but was quickly interrupted by a sudden drop of water on his head. He looked up and received another in the eye. Confused and rubbing his eye, he stood up to look more carefully at the tree. Why was it doing this? Trees didn't cry…

Suddenly the leaves in the tree and the grass around him began to rustle, softly at first, and then it increased in volume and frequency. Water was now falling from the sky in thin, but drenching sheets.

It was artificial rain created by the ARK's environmental simulators. It normally rained in the domes when they were closed for maintenance – when no one was around. Shadow seen 3D animations of rain in some of Maria's holo-books, but had never experienced it for himself – even artificial rain.

Shadow sat motionless, completely mesmerised by the wonderful noise the rain made. He became so absorbed by it, that he didn't even notice how uncomfortably wet he had become, and Maria approaching with a large aqua blue umbrella opened over her head. She came over to him and knelt on one knee beside him, allowing him some cover from the rain with the umbrella. Shadow's quills were slightly drooped now, and Maria thought it looked cute.

"I knew you'd like it." she smiled, glad to see him curious instead of depressed.

"It makes elegant sound… but actually… I think it wrecks the view…" he still sported a neutral, but curious expression. He suddenly felt how wet he had become, "…and I don't especially like water."

Maria giggled softly as she changed the subject, "I was going to wait until later this month to tell you, but I guess now is as good as any time..."

Shadow looked at her directly for the first time in a long time. He met her deep, ocean-like eyes and decided that from now on, he would associate those eyes with the sound of rain. At that moment he forgot his worry and relaxed, and had his quills not been so wet, one would have seen them slowly fall from their defensive, raised positions.

Maria looked back into Shadow's eyes. Many people, especially her Grandfather, were astounded that she could do it. His eyes, though shockingly captivating, were very sharp and piercing. A mere glance from Shadow would either make the average person look away or shudder, usually both. If looks could kill, Shadow would be the last being alive on Earth. …and since he's immortal, he often wondered if that would eventually be his fate. That wasn't too bad a scenario; Shadow being quite the antisocial, especially towards humans, but without Maria…

"I begged and pleaded and bribed my parents and my grandfather, and they finally gave in. I'm taking you home with me for a while."

"To… Earth?" Shadow had always wanted to see all the sights she spoke of… to see real nature instead of the habitats simulated on the ARK.

Without warning, Shadow reached out and hugged Maria tight. Maria hugged him back with one arm (she was holding an umbrella with the other), being extra careful not to touch his spines.

… … … … …

Shadow woke up for a moment. He opened his good eye a crack, but everything was dark, blurry, and had a crimson tint. His hearing was way off, the sound of the electronic equipment echoing and resounding painfully around in his ears. His head felt like a bomb had gone off inside of it. He could feel his open wounds searing with pain and cold against the air. He could just barely hear… voices… in the same room with him.

"… … can't … give … pain killer …?" a female voice that must have been either Kommissar's or Julie-Su's.

"No … … … to be immune to them." Dr. Eggman's voice came closer, "… also immune to most medications, tranquillisers, and poisons."

Shadow felt a surge of mind numbing pain stab its way through his eye, and just as his face twisted in pain, he fell unconscious again.

… … … … …

A few months later, when summer at Maria's home had finally arrived, Shadow waited anxiously for her to arrive at ARK so that they could travel down to the Earth together. …but there was a problem.

"Shadow, get down here this instant, or you won't be going anywhere!" demanded Professor Gerald as he raised an angry fist into the air.

Shadow was sitting, indignantly, high up in the branches of the tall maple tree. Below were several lab assistants and techs holding what looked like a sparkling blue, pure energy rope. It had the shine and looked like it had the consistency of toothpaste, but was actually very strong.

Shadow snubbed them.

"_You ungrateful little_—oh hello Maria!" Gerald suddenly realised that his granddaughter was standing beside him, and changed his tone immediately.

"What are you doing, grandfather?" she asked, eyes fixated on Shadow, who was looking down at her as if to say: 'Make them go away… _now_.'

"Err… well there's been a _slight_ change of plan." he pushed his glasses up on his nose. Gerald was allowing Shadow to experience Earth, simply for the convenience that he too would be traveling down there. His reason for going was not a vacation, however; it was for a press conference about his work on Project Shadow. He thought this would be a perfect opportunity to further persuade G.U.N. that he was _not_ up to no good, and to win the general public over to his side. However, they had all just been told last minute of a change in plan, "…you see, they want Shadow to attend now, too, and whether we _all_…" he made a hand gesture that included Shadow and himself, "…like it or not, and they want Shadow to be… restrained. …for safety reasons."

"What?!" Maria was shocked and appalled, "Shadow was created to protect people! He isn't dangerous!"

The techs fidgeted uncomfortably at the very last comment, as if to say, 'Yeah… right.'

Shadow shifted his position at this too, crossing his arms and legs, and then leaning back against the trunk of the tree. He stared down at the techs below, scowling.

Gerald put a hand on Maria's shoulder and turned her slightly away from the situation, "Maria, Shadow may be your friend, but he's also a very unpredictable experiment. He tends to get… _violent_…" he said violent very carefully, "…at the most unpredictable times. You know that. I don't like it anymore than you do, but it's out of my hands. If he injures someone even by accident, _again_, he will… we all will, be in grave danger. Just be thankful that they don't want him in a cage.

"No, it's not right. I can't let you do that... He doesn't like it! He'll be miserable—"

"Be reasonable Maria…" he faltered, upset that Maria was so opposed and distraught, "Look, I'll let you be the one to handle him, but it's simply out of the question to have him walking around free. Remember that he's the ARK's defences, a weapon—"

"I know! I know…" Maria interrupted, wiping a single frustrated tear from her eye. She hated the fact that Shadow was trained to be violent, though as explained, the training was much more extensive and lethal than she was ever told about, "Alright, I'll do it, but he stays with me the whole time. Okay?"

"I promise. Just please understand that this is not _just_ a vacation for you two. The whole world will be watching him." he sighed, adding, "…and you. We want them, especially G.U.N, to put aside their fears about Shadow. This is very important."

Maria nodded. Gerald motioned to the tech to give him the energy rope. He then gave it to Maria who took the glittering, gel-like rope in her hands carefully.

"I'm… sorry." he said sincerely.

"You'll all have to move away, or else he won't come down." she said simply, a little unnerved, but quickly composing herself.

Gerald nodded to the techs and they all left her and Shadow alone. Maria thought they had all left the room, but they were actually watching from behind some tall shrubs in the distance, eager to see for themselves how she was going to convince the Ultimate Life Form to accept something he loathed so much. Maria walked over to the tree and looked up. Shadow was looking down at her with his usual neutral expression.

"I despise that inane, undignified device." He said strongly, as if he had been waiting to say that for a long time. There was a pause, he blinked, and said more simply, "I don't like it."

"I don't either, but it's the only way… at least, until they trust you down there."

Sneering, Shadow eyed the rope very suspiciously, and then leaned back against the tree and sighed through gritted teeth. He valued his free run of the ARK, and abhorred any kind of restraint – one of the things that made him so hard to work with, as he was built to be resistant to drugs plus some other things, and did not usually want to cooperate with the Professor.

"Please Shadow… I really would like you to come. It will only be for a little while, and I'll let you do whatever you like after the press conference. It only needs to _look_ like this leash restrains you, and I'll be holding it the whole time; no one else will touch it. You won't even feel it on you, I promise."

Shadow tilted his head slightly away and raised an eyebrow, but kept eye contact with her.

"Please? Do it for me? Shadow?"

There was a long pause as they stared at each other. Both knew he couldn't resist that phrase. The spying techs and Gerald held their breath. Then Shadow abruptly jumped off his branch, flipped in the air, and landed on two legs and an arm on the ground in front of Maria. Standing up straight, he slowly approached her, and then bent his head slightly as he smoothed his irregular quills back with his hands.

"_See?! See?! How does she do it?!_" Gerald said in a harsh but hushed tone as he bent a soft twig in his hands, "_He listens to her but not me; his creator! That insolent—_" he went on as the techs around him struggled to stifle grins and laughter.

Hesitating for a moment, Maria slipped the collar end of the rope over his head; it quickly conformed to the shape of his neck. She spoke the truth when she said he wouldn't feel it – it was weightless and very smooth, being made of pure energy, but he could also feel that it was very strong. Oddly, it had a cool, almost minty aura.

After a quick assessment, Shadow decided he could easily escape this contraption if he wanted to, either by removing it from his head himself (opposable digits were useful for this kind of thing), or taking the leash end from Maria's hands. It was silly, really, as Maria was quite weak due to her illness and wouldn't be able to hold back Shadow with her strength even if she wanted to. …but he couldn't think of a reason why he'd want to escape with Maria so close by, and neither could she.

Shadow looked down at the thin grass beneath his feet. Very soon he would be seeing what grass on Earth looked like, what a sky looked like, and what human cities looked like.

"Let's go then…" he smirked and started to lead the way out of the dome.

… … … … …

Shadow came around again. This time there seemed to be no presence in the room, but he couldn't be sure. All he could smell was the disgusting odour of chemicals and blood. His hearing was a little better, but his sight was still dark and blurry with a reddish tint. He felt exhausted and his pounding headache persisted. His arms and legs felt like dead weight, which frightened him with the thought that they may actually be dead. A ripple of pain arched up from his side and he decided it would be a good idea to black out again before it reached his eye.

… … … … …

Shadow fidgeted with his collar as he stood slightly behind Maria. Camera shutters snapped rapidly, and flashes illuminated the room. It was a press conference. Shadow had only once seen a real camera once before this, and thought they were fascinating (as they can permanently capture a moment in time forever), but couldn't understand why _they_ were aloud to mess around with them while he had to stand solemnly up on the podium with Maria, the Professor, the President, and some security guards. Most of the photos taken were of Shadow and Maria standing together – and they were all turning out terrible because of Shadow's disgruntled face as he fidgeted and surveyed the room.

The President and the Professor both took turns answering questions, and Maria simply stood smiling sweetly, clutching the leash with both hands, and trying to show that Shadow was not something to be feared by stroking his head every once an a while (though she also did this to keep him from getting too wound up).

"Maria, can we get out of here now?" Shadow asked quietly in impatience, as he turned his attention from the leash, "This is _really_ trying me…"

The President noticed that the media's attention had shifted to the speaking Shadow, and so wisely changed the subject.

"…we're running out of time, so why don't we take a closer look at the U.L.F."

Maria bent slightly to whisper to Shadow, "Don't worry, we're almost done."

Shadow stepped further behind Maria and turned his head away from the flashing cameras, looking down at the floor with a scowl. This trip had been nothing like he imagined, though Maria kept telling him that they would have some free time later.

'It's an oxymoron,' he sulked, 'Free time that I have to spend in bondage…'

The President interrupted his bitter thoughts, "Professor? Would you care to give us a demonstration of your creation's abilities?"  
"Er… well…" Gerald leaned over and said quietly with grated teeth, so that only the President could make out what he was about to reason, "What do you want him to do?! Jump through a hoop?! There's nothing that can be done here that would be safe." he sincerely hoped the President wouldn't take him up on the sarcastic suggestion, mostly to spare Shadow some dignity.

The President whispered back, "Well, I thought you'd say that, so I had G.U.N. bring one of the Chaos Emeralds. You've been saying how this creature would be able to do amazing things with them; create miracles."

"What?! Are you mad?!" Gerald began to sweat, "He's not ready for that yet; we haven't done the proper research! We don't know how he'll interact with it or exactly what he'll do."

"Well, any miracle is better than no miracle. I promised these people a show and I'm going to deliver." the President smiled a forced smile, ignoring Gerald's pleas. Not wanting to make a scene arguing, he broke off and spoke into the microphone once more, "Folks, in just a moment you'll be seeing scientific progress in the making. –" he continued…

Gerald took Maria aside and told her what they were going to do, "—please give me the leash. I don't know how he will react, and you won't be able to control him if he goes wild."

"I promised Shadow I wouldn't do that." she said calmly, and looked to Shadow, who turned to the professor and nodded resolutely.

Gerald was at a loss, so he tried a different approach, "Shadow, when they bring that Chaos Emerald through those doors you could go out of your mind. You might not even realise that you're hurting someone to get at it. Please let me take control for a moment—"

"Control, control, control…" Shadow muttered, "What's so great about this 'Chaos Emerald'?" he waved it off, smirking.

(The president said something that made the crowd laugh.) Shadow looked suspiciously at the crowd, though couldn't see anything because of all the flashing and stage lights. He blinked rapidly a few times and looked back at the professor when he spoke.

"Shadow, it's a long story, just please listen to me for once—"

"I'm the Ultimate Life Form." Shadow cut in, "I can handle—"

Maria now cut in, "Shadow, I know this is really, really hard for you… but please…" she hesitated as she resented what she was about to say.

Shadow looked at her, and for a moment his hard expression wavered, revealing… what almost looked like worry.

Before the words were out of her mouth, the doors at the end of the room burst open. Everyone turned to look. Shadow took a defensive stance, and Maria gripped the rope tighter.

"…ah here they are…" the President raised a hand in greeting.

'Stupid! Stupid! Stupid! I should have never agreed to bring him here!' Gerald tugged on his moustache in self-punishment.

Heavily armed GUN soldiers poured into the back of the room and lined up against the back wall, laser rifles out but held passively. Professor Gerald stiffened nervously – he despised GUN, for they alone had figured him out for what he really was, though never seemed to have enough evidence to prove it. They had always tried to shut down or destroy his experiments – especially Project Shadow – and deemed them unethical and dangerous. He had a feeling they were planning to try him again, tonight, in front of millions of people watching the live news broadcast of this event. One slip up from Shadow could cost him his life, and Gerald did not want Maria to have to see Shadow gunned down because he hurt someone, again. They would try to destroy the image that Gerald was trying to place on Shadow – the heroic guardian of ARK, to be feared only by evildoers. GUN thought Shadow was to be used as a weapon of mass destruction, and sought to reveal Project Shadow as an attempt at the domination of Earth. ARK was built with incredible firepower in its own right, and from the bits and pieces of info on the Eclipse Cannon that had leaked to GUN, they had every reason to be suspicious.

Three GUN officers, the one in front carrying a small metal box, entered the room. Shadow's eyes shot to the box immediately, and Maria and the Professor watched him intently. Shadow, shaking slightly, started to experience something not unlike tunnel vision – his peripheral vision narrowed to the point where all he could see was the guard holding the box. Shadow had no idea why he was so focused on the box, because the box didn't matter. He somehow knew he wanted what was _in_ the box… there was something in the box that his body screamed for him to touch…

"…the instinct…" Gerald whispered in awe, "It worked, but we don't need this now!"

Maria said carefully, "Shadow?"

Shadow didn't reply. He didn't hear anything around him, and didn't see anything but his goal – he wanted; no… _needed_ what was in that box.

"What you're about to see folks, is a demonstration of the U.L.F.'s natural magnetism towards Chaos energy. Please note that this is the first time it has ever actually seen a Chaos Emerald. This is history in the maki—"

Gerald, sensing his life's work could be ruined, broke in by forcefully leaning over the podium and speaking into the microphone, "Actually," he forced a feeble smile as the microphone screeched slightly for a moment, "We've decided that Shadow is not ready for this kind of exposure, and we should do a little more research before this kind of event takes place. Thank you all very much."

Gerald started to usher Maria and Shadow away from the podium, but Shadow wouldn't budge, even after a few urgent tugs from Maria. The President regained his spot at the podium, "Uh… well sorry about that, folks, I guess we _won't_ be seeing anything today…" he tried to put on a pleasant air, as he said through grated teeth to the Professor, "This is not what we agreed to!"

"The same to you." muttered Gerald as he took the leash with Maria and both tried to drag Shadow out of the room; but Shadow held fast.

The GUN soldiers came about halfway up the walkway to the podium and stopped. The one in front, holding the box, removed his helmet with one hand and let it drop to the floor. Cameras clicked and flashed; no one was about to leave.

"Shadow please… come on!" both Maria and Gerald were trying to coax Shadow off the stage, but he was now bracing against the rope, yearning to see what was in the box that he wanted so badly. Fortunately for them, everyone else's attention and the cameras had now been diverted to the box as this quiet spectacle took place.

"Come now Gerald. We didn't come all the way here for nothing, did we? Or are you just getting fainthearted in your old age?" he said smoothly (he obviously knew Gerald very well), "After all…your little _pet_ isn't dangerous, now is it? …and look… it's happy to see us as well!" a few people laughed as they noticed Shadow straining on the rope with a manic grin on his face.

Gerald seethed.

Fortunately for all, Shadow was too preoccupied to hear that comment. He would have also seethed and retorted very strongly at being called a mere 'pet'.

Gerald scowled furiously at the soldier, but before he could say anything, the soldier opened the box. Shadow's pupils went from pinpricks to saucers. Camera shutters clicked rapidly at the glowing gem inside the box, and then all suddenly stopped at once.

"Nooo!" Gerald yelled with arms outstretched after the black blur.

"Shadow!" Maria called out after him.

Shadow had slipped free of his restraints, and with velocity too quick for people to see, he was suddenly on the other side of the double doors, clutching the red Chaos Emerald, staring at its glimmering surface intently.

Maria dropped the energy rope, useless now, as she stared in awe – in fact, everyone was staring in awe as he slowly raised the emerald to the air. A camera clicked, and then all the cameras came to life in a fury of clicking and flashing.

"No… no… no… please don't…" Gerald clasped his hands together in worried prayer.

"What is he doing?" Maria asked quietly, concerned.

"One of two things, and I hope it's the latter…" Gerald looked very nervous.

Maria looked at him questioningly.

"He's either going to use it, or just look at it…"

Maria thought he would have a better answer than that, and suddenly realised what a predicament they were in. Then the hall fell silent and still as Shadow spoke… voice darker than ever…

"You thought I wouldn't be able to handle the power of this gem… that I wouldn't be able to… _control_ it… well… I'll show you…" he brought the emerald down to eye level and held it out in front of him, his cold, hard stare fixed firmly on the glowing red jewel. Clicking weapons took over the sound of clicking cameras as people gasped and chattered nervously, none daring to move. The GUN soldiers along the walls positioned themselves in front of the audience, weapons aimed and ready. Security guards had escorted the President away from the scene long ago.

"DON'T SHOOT HIM!" screamed Maria, starting to run toward them, "LEAVE HIM ALONE!"

"Maria don't!" the Professor grabbed her by the shoulders and made her stay put, "He could hurt you." he said in a hushed tone.

"I don't care!" Maria struggled but to no avail, "PLEASE DON'T SHOOT HIM!"

Words formed in Shadow's mind, ones he had never heard before, but somehow knew… "_Chaos Control!_"

**FOOOOM!** Suddenly Shadow was gone, with the red emerald.

"SHADOW!" Maria screamed.

… … … … …

Shadow awoke with a start at her screaming voice. No, it wasn't real… he was still in the room, looking up at a dark ceiling. The sudden change was jarring… whatever he had just witnessed seemed so real. He had never before been able to relive that memory so clearly, being pretty much hypnotized by the red Chaos Emerald during that time. Shadow ached all over… he felt himself slipping away again…

… … … … …

Many hours later, Shadow and Maria were back on the ARK, and Professor Gerald was being retained for questioning at a military prison. All hell had broken loose at the conference and GUN had taken that opportunity to arrest Gerald on many accounts; one that was the theft of the emerald, another was plotting treason. It was explained that as Shadow was his creation and, assumed, under his control, he would be charged for his 'crimes'. Maria had been able to escape by the skin of her teeth and transport herself back to the ARK, where she hoped Shadow would be. She may have been prone to dizzy and weak spells, but in spite of her illness she was a determined and formidably capable young woman – something Shadow found very admirable in her.

Maria was right. Shadow had teleported back to the ARK, but he had barely made it. The emerald had teleported, its energy all used up, but it seemed to have drained Shadow of much of his own energy as well. Not only that, but it was his first warp, and it had been over an incredible distance from the Earth's surface, to up into orbit (even the Shadow today would likely feel drained tired after that). By the time Maria arrived, the ARK's inhabitants had heard the news, and Shadow was again on his feet, but confused and bewildered. The lab techs usually responsible for observing Shadow were amazed at his accomplishment, but were busy thinking about how to free the Professor, and didn't really want to approach the irritable Shadow for questioning anyway.

When the shuttle's hatch opened in one of the many docking bays of ARK, Shadow was already standing there, waiting. If it had been a normal day, this would have been a happy familiar scene.

"Is the Professor with you?" Shadow asked neutrally after receiving several relieved hugs from Maria.

"No… he was captured by GUN." she looked away and nervously fidgeted with her hands, for a moment, then said, "I'm so glad to see you're alright."

Shadow nodded at the last comment, but was concerned about the first, "Then we have to go back and get him. Seeing I caused all this…"

"Shadow! No don't think—" Maria started, astonished.

"It's too late." a lab technician, known as Dr. Watterson, interrupted as he entered the docking bay with another, female, tech "GUN is sending armed soldiers up to the ARK to demand its surrender, and complete and utter submission to the government. The Professor can certainly take care of himself, I'm sure he'll be all right." though in reality he wasn't sure, "We should worry about how to keep this place from being shut down. He wouldn't want to see that happen… none of us would."

Maria nodded sadly as Shadow looked back and forth between the three.

"Shadow." the female tech, also Dr. Watterson's wife, said cautiously while smiling, "It looks like your purpose will finally be put to the test."

Maria heard the words, but they didn't register; she was thinking of her grandfather. Shadow stared at the tech, knowing this was true, but said nothing as she averted her gaze. It was hard to talk to someone who had put several needles in his backside (a truly frightening task), yet could not look him in the eye.

Dr. Watterson spoke again, "On the news, GUN's exact words were: 'Resistance to surrender will result in death for those dangerous traitors, and the Ultimate Life Form will be subdued immediately.'"

"In other words, they're going to try and find any excuse to kill us all and especially you, Shadow." the female tech said quietly, "They've been after us for years… and now they think they've won."

"Well they have another thing coming…" Shadow smirked for a moment as he though of what he might do to GUN, "Maria…" he softened his gaze and turned to her, unsure of how to word his next phrase, "…do I have your permission?"

Maria tilted her head, a little taken aback and confused by the request.

"To do… one of the things I was created for… to kill all those who threaten the safety of this colony?"

Maria was a little flattered that such a powerful being needed her word to carry out his duty, but she was pained that it would mean people would die, "Shadow… To protect the innocent on board the ARK, I give you full permission to… k-kill any GUN soldiers who try and harm us."

… … … … …

Shadow woke up again. It was happening more frequently now, and he could only guess it was because his body was repairing itself. He had lost a lot of blood, a lot more than he thought. Dr. Eggman had been quite shaken, as no transfusion was possible if it came to that; Shadow had a blood type all to his own. Shadow did not yet know it, but Eggman himself had taken the care to bandage all of his wounds tightly, fearing that the Medi-Bots would do an inferior job, and not wanting anymore of the precious blood to leak out. Fortunately Shadow's heart kept on beating, and he kept breathing, and so lived to fight another day.

"ARRRGH!" for the first time, Shadow had enough energy to move his arms – and to yelp aloud. In intense pain, he wreathed up and clutched the area where his eye was bandaged – it felt like someone was ripping at the tissues in the back of his eye with a fork. His good eye tearing, he fell back on the cold hard table and into another what he guessed would be another uncertain memory… except… this one was actually the clearest of all, one he thought about and replayed all the time… one he could _never_ forget…

… … … … …

_To the pressure…_

Everything's just like…

_An illusion…_

_I'll be loosing you…_

_Before long…_

… … … … …

Shadow and Maria lay side by side on their backs in the wildflower field of Maria's private Green Room. They knew GUN was coming, but the ARK would not be able to detect them until they were a few minutes away. Maria wanted Shadow to rest anyway, seeing that he would probably be fighting for all their lives within the next half hour. Shadow was excited, but also disturbed at the same time, and so kept a neutral expression glued to his face, not knowing which feeling would be appropriate to express over the other.

Why did GUN want to take down Gerald and the ARK so badly? Shadow had never thought the Professor inherently evil, other than when he ordered technicians to stick him with needles or restrain him for tests. The Professor had worked all his life to create his own utopia in space, and wanted to bring the scientific and mechanical gifts to Earth. Was it so bad? Shadow enjoyed the sanctuary of the domes and the calm, dark, sterile hallways lined with beautiful starry windows. Besides, Maria trusted him, and so did the thousands of people on board, so he couldn't be that evil… could he? So many people poured their lives into the ARK, working passionately and tirelessly – it could only mean it was for something they loved. Shadow considered this in regards to himself.

Maria turned on her side, reached over, and rubbed his soft ear, "…" she almost said something, but stopped herself. He had probably already thought of it, and so didn't want to bother him with pointless conversation. She pulled her hand away from his head. Then a small gasp escaped her lips as she suddenly found Shadow holding her hand – in one swift movement he had turned on his side and grasped her hand, gold band shining in the artificial sunlight. He stared deep into her eyes, deep into her soul.

"_I will not allow them to take the ARK._" he said strongly, voice very serious and deadly cold. His eyes and quills quivered slightly as he held his position, then he sat up and took her small hand in both of his. She was surprised, Shadow rarely reached out like this. Maria sat up and clasped her other hand on one of his smooth, white gloved ones. She could feel his strength in this simple gesture, and at once felt safe.

"…the ARK is my family, the only one I have. …and I _will not_ allow them to take that away from you or me or anyone else. _Ever_."

"Oh Shadow…" Maria nodded slightly.

"…when they come… I want you and the rest of the ship to lock yourselves in whatever room you happen to be in. If I… if I…" he looked down, almost ashamed, "…loose it again… I want GUN to meet my dark side, not you. Any of you." he looked back up to meet her gaze so rapidly that his quills bounced slightly. His voice quivered now, and his grip tightened around her hand, "I-I-I… I… I love you Maria… you're like the mother or sister I never had…"

Without a word, Maria reached foreword and gave him a hug. Pressing her head against his white crest, she said softly, "I love you too Shadow…" a single tear rolled down her cheek.

(The unconscious Shadow at this point felt a searing pain in his chest, and it wasn't from his battle injuries.)

Shadow hugged her back, looking down at her long golden hair, "…if something happened to you, I don't know what I'd do… I don't know if I could go on…"

Maria tilted her head up to look him in the eye, "Shadow, whatever happens to me, I want you to promise me this…"

"Whatever you wish…"

"Never under any circumstances take your own life. Even if I die before you… don't do it. I can wait for you… in the afterlife…"

"I promise…" and he held her tighter. It was a hard promise, as he knew he was immortal in the sense that he would not die of natural causes such as old age or disease. The mere thought of being separated from her was stressful enough, and he knew it would happen one day, but the fact that it could very well happen today made him anxious to no end. He was not ready for this… she was still so young…

A harsh, ear-splitting alarm sounded throughout ARK… **BRRREEEP! BRRREEEP! BRRREEEP!**

Both Shadow and Maria leapt to their feet. Maria wiped her eye dry, then ran over to a computer in the wall and started typing.

"_Intruder alert! Unidentified shuttle docking in bay L-26y._" the ARK's male voiced computer said, "_Shuttle docking bay has been breached! Emergency expulsion in five… four… three… two… one…_" the alarm stopped as the ground trembled and a gut twisting noise of screeching metal reverberated through the ARK. As the noise passed through the hallway of Maria's dome, its pitched lowered, almost like a whale calling out through the ocean. Shadow and Maria both held their ears until it ceased.

"How did they get in?!" cried Maria urgently, "We should have seen them ahead of time!"

Shadow wondered the same, but was silent. The ARK had an emergency expulsion system scattered randomly amongst their docking bays that would detach and pop out a section of the ship in sacrifice – that way intruders, even if they have boarded the ship, could still be repelled. You loose a section of your craft, but it's ultimately worth it when you're a generally peaceful ship without many practical weapons; little to none in ARK's case, as they were more of a research craft than anything. From that noise, Shadow guessed he had a few more minutes before GUN tried to board again – learning not to dock in the Y series this time. Maria then spoke into the computer, but from the echo, Shadow could hear that she was actually addressing the entire colony.

"Everyone! This is Maria Robotnik. _Please remain calm and listen to me for one moment!_" she paused, not knowing if anyone had heard or was even listening to her. With the amount people on board the place could be in chaos by now, "Please group together and barricade yourselves in a room somewhere. Then lie low and stay quiet. This is very important if you want to stay safe. Shadow and very shortly GUN soldiers will be roaming the hallways, and you will not want to meet either." she paused again and looked over at Shadow. He was skating laps around the flower field, "I repeat…" she repeated the message, sincerely hoping that everyone had heard as she caught a glimpse of Shadow's livid face.

The alarm sounded off again, **BRRREEEP! BRRREEEP! BRRREEEP!**

Shadow ran in his circle faster, Air Shoes blasting and singeing the pedals off the flowers in his wake.

"_Intruder alert! Unidentified shuttle docking in bay S-32x._" the computer said, "_Shuttle docking bay has been breached! Expulsion not possible for docking series X._"

Shadow, getting really edgy now, ran his loop faster and faster, creating a strong wind that made the grass and flowers sway rhythmically. All he could hear in his mind was a jumble of heated thoughts… thoughts of fear, anger and hatred… thoughts of killing… and what he was…

_I am the ultimate life,_

_a flawless existence…_

_Nothing is unpredictable to me_

_nothing can surprise me…_

_I am the mystery of the world_

_I can tell it by the cold eyes…_

_I am the warrior_

_it's my way to go…_

This was not unlike how he acted after a training simulation…

"Shadow stop!" Maria turned from her computer and stood up straight.

Shadow stopped running immediately and faced her from across the field, hover shoes blazing and keeping him suspended in mid-air. They made eye contact for a moment, almost feeling each other's thoughts.

Without breaking eye contact, Maria slapped a large green button on the wall behind her, making the door to the room slide open.

"Go." she said simply.

Shadow went all right. She blinked and he was gone, tearing down the hallways towards docking bay S-32x.

'Good luck, Shadow…' she thought as she closed and locked the door.

Shadow ran full out, not even slowing for the sharpest of corners and instead running straight up the wall, sometimes across the ceiling and pushing off the adjacent wall to make the turn. The ARK's lights had been powered down to Shadow's advantage – it would be harder for enemies to see him and his jet-black fur, and by the time they could see his red highlights, it would be too late. Closer and closer he came to the docking bay… he passed S-01x…S-02x… S-03x… there were a lot of docking bays for the simple reason that ARK was an extremely populated and busy colony that thousands of people lived on. -12x… S-13x… and suddenly stopped at unlucky thirteen. The alarm was still sounding persistently.

"_Intruder alert! Unidentified shuttle docking in bay B-01x._" there was a short pause, "_Shuttle docking bay has been breached! Expulsion not possible for docking series X._"

Shadow swore loudly and clenched his fists as he simmered. That was on the other side of the ship; he'd never make it before they had the chance to do some kind of damage.

Suddenly, multiple red dots raced towards him on the floor and walls – laser beams threatening to slice him.

"It's the Ultimate Life! Get it!" shouted a peculiarly tough, female voice.

All hell broke loose at that moment. Shadow spun dashed directly towards the group of soldiers, plowing through them like bowling pins as they tried to get a clean mark on him without hitting each other. He was simply too fast, but he would still have to take them out one by one if he wanted to avoid getting burned himself.

He turned and spun dashed through them again. He hit one in the helmet, but the force was so great, that it broke the soldier's neck; killing him or her instantly (you could only tell if they decided to speak). As Shadow moved away from them, a laser raked across the left side of Shadow's face, burning a thin red streak up to the edge of his eye. Any attack plans quickly forgotten, he turned and in a flash was on the one who had fired. A sharp open-palmed uppercut to the chin a millisecond later made a satisfying **CRACK!** and the second death was counted before anyone could react. He was moving with so much velocity and precision in the dark, that none of the remaining three guards knew exactly or had time to find out exactly how their teammates had been killed.

As Shadow turned some distance down the hallway and prepared to make a dash at them again, the remaining three opened fire. A laser singed his leg but nothing more as he leapt from wall to wall, evading their dancing red lasers. When he was in range, he did yet another spin dash, this time pulling out just as he passed them, and in the milliseconds he hung in the air with his back to them, thrust his elbow as hard as he could into the backbone of the rear-most soldier. The soldier's legs collapsed under him as he yelped in pain. As he fell, his laser rifle managed to slice a small portion of Shadow's uppermost spine straight off as he spun away, but he only felt the radiant heat, as there were fortunately no nerve endings in his quills. Two left. Shadow rounded on them again. The GUN soldiers flung their lasers around again as he approached, bouncing in a spin off the ceiling, floor, and walls. All in the fraction of an instant Shadow spun to the floor, landed on his feet, and then pushed off to tackle the soldier to the right. He took hold of their rifle and shoved the end against their stomach, making them flinch with the sudden impact. Then he took the rifle, raised it to the other soldier's head and searched frantically for the trigger. The other soldier impulsively took advantage of the few milliseconds of hang time, pushed the rifle away and floored Shadow with a well placed punch. Shadow hit the floor on his side, but quickly flipped to his feet, just as one of the soldiers burned a hole in the floor with a laser, inches from where his head had been.

"_Intruder alert! Unidentified shuttle docking in bay K-12x._" the computer started up again, "_Shuttle docking bay has been breached! Expulsion not possible for docking series X._"

Shadow took his frustration out on the last two guards by going into a spin dash and mercilessly beheading one by the sheer force of the hit. The other flailed around for the trigger to their weapon, but Shadow was suddenly on him, choking him to death.

"_Stupid, greedy, worthless creatures, you humans…_" he said, almost with an insane air as he choked the life from the soldier, who had fallen against the wall and was sinking fast, "_Try to take our home from us… try to take our lives from us…_" the soldier went limp, but Shadow kept on him, "_Now you will see the true power of the Ultimate Life!_"

He had taken one group of five out, but there were two more already inside. Not stopping to eye his work, he moved on towards docking bay K-12x, the next closest one, and…

"Maria!" he cried suddenly and doubled his pace, lowering his body to get maximum velocity, a look of determination hardened on his face. Docking bay K-12x was _very_ close to Maria's private Green Room – he knew this colony better than he knew himself. Looking at him head on, one would see a very scary looking hedgehog with twisted spines, surrounded and followed by a fiery reddish-white blaze. His Air Shoes had picked up the panic vibe and used their emergency afterburners. He looked like a miniature jet, blasting down hallway after hallway at incredible speed.

…and there they were. Shadow could hear them shouting. He stopped at a corner right before the hallway where Maria's private dome was. Shadow, back against the wall, peered around the corner with his peripheral vision. He could see and hear them clearly, but they did not notice him lurking in the shadows a little to their right. They were currently trying to cut open Maria's door with a flaming welding tool.

"I'm getting positive traces of life inside this room, sir." a male voice reported, "It could be the Ultimate Life, seeing that it's alone."

"Good job team." coached the apparent leader, giving a thumbs-up, "Now get ready." they all readied their weapons and pointed them at the door.

Shadow got ready. He looked high above at the ceiling… there were three metal pipes running across it. One large one labeled O2 (oxygen), one very large one labeled H (hydrogen), and one labeled, H2O.

"Sir! I'm picking up another life sign! Over to our—"

Not sparing a second, Shadow did a spin dash and ripped right through the 'H' pipe.

"_What the fff—_" **KA-BOOOOM!**

The leader had looked up at the sound of the pipe breaking, but he was too late. The highly flammable gas leaked out and was ignited by the welding torch, creating a massive explosion that blew the walls around them apart. Shadow was fortunately far down the hallway by that point and was spared.

"_Explosion detected in sector K. Shutting down: Fuel. Oxygen. Water. Pipes for sector K._" listed the computer. The ARK, automatically sensing a problem, had shut off the pipelines in that area.

As the smoke cleared, Shadow ran back down through the hallway, over the charred bodies, and through the now blasted open door. Maria was in the far corner behind a large granite rock.

"Shadow!" she called over, smiling, and stood up from her only available hiding spot, "Thank you…"

Shadow looked at her and smirked, relieved that she was okay. He crossed his arms, not hearing a body stir in the hallway.

"Look out!" Maria cried and ducked back behind her rock.

**B-R-R-RAM!** A dying survivor of the blast had taken his semi-automatic bullet-style pistol and used his last ounce of strength to shoot at Shadow. Shadow was about to dash out of the way, but hesitating upon uncertainty of whether Maria was the one being shot at, he was too slow. Three bullets fanned out towards Shadow. The first missed, the second grazed the fur on his shoulder… and there was a sickening noise as the third bullet shot a hole clear though Shadow's back… straight through the right lung. As the bullet exited Shadow's front, the shooter died a very satisfied man. He had killed the Ultimate Life Form – or so he thought.

"SHADOW!" Maria screamed as Shadow hung in the air for a moment, then fell forwards onto his front amongst the pink and yellow flowers. Maria ran to his side, not caring if there was more danger. The annoying alarm was still sounding as she carefully flipped him over on his back. He was breathing very hard, not being able to use one of his lungs anymore.

"I'll be… alright…" he panted, "It mi…missed… my… heart…"

"_Intruder alert! Unidentified shuttle docking in bay J-10x._" the computer started up again, "_Shuttle docking bay has been breached! Expulsion not possible for docking series X._"

"Let's… g…go…" Shadow said urgently as he shakily got to his feet (with a little help from Maria) his hand firm against his bleeding wound, "Tha…t's… near… nearby… we must… go…"

He started to jog, just slowly enough for Maria to keep up and run after him in her dress, and as fast as he could go with the wound. Maria closed her eyes when she passed the charred corpses; the very idea that Shadow had done this made her insides hurt. The alarm was becoming offensive to Shadow's ears, especially now that he had to deal with pain and difficult breathing. Shadow found himself getting tired and weak, his head dropped down involuntarily twice as he jogged, but he managed to keep moving. Maria was keeping a good pace; with her golden hair fanning out behind her as she ran as best she could in her dress. They were both breathing very heavily. Suddenly they could see the door they wanted ahead, an elevator that would take them to a safer level. Unfortunately at that moment, they heard running footsteps behind them, then…

"Find them before they escape!" a male voice called out urgently.

Panicking, they entered the shaft. The door started to slowly close, but before it could, five more GUN soldiers saw them and opened fire with laser rifles and bullet-style pistols. Maria yelped and dove to the side already covered by the slowly closing door.

"What makes you think you can beat the Ultimate Life?!"

"_Shadow! No!_" Maria called desperately after him.

Shadow dashed from the elevator and spun into the group of five. He hit one in the torso so hard, that their chest simply collapsed, giving them a slow, painful death as they bled internally on the floor. Shadow's spinning was splattering the walls and floor with crimson arcs of blood – his own.

**BLAM! BLAM! BLAM! ****BLAMBLAMBLAMBLAM!** The soldiers opened fire, but every bullet missed – they seemed to come to Shadow in slow motion as he danced out of each one's way.

Panting desperately as they reloaded, he turned and picked up a sharp piece of scrap metal on the floor that had been blasted off the walls from the explosion, and then rounded on them, wielding the broad piece of metal like a two-handed sword.

"Shadow! Come on!" Maria screamed from behind the wall as the door closed further, "Let them live! We'll run!"

"Let's move! Move! Move! Move!" yelled one of the soldiers to the rest, as they all struggled to reload; fear gripping their minds and making them fumble with the cartridges.

Too late. Shadow leapt into the air, holding the razor sharp shrapnel high above his head, and then brought it down on the one in the middle.

"Ahhh!" he yelled, flinching and dropping his weapon, right before he was sliced from head to midriff.

Shadow noticed that Maria was now staring in horror through the small gap in the closing door.

"Shadow! P-p-please! Leave them!" she cried.

Time suddenly seemed to stop as he considered what he had just done…

'I can't… do this in front of her… even if she gave me permission… I can't kill while she watches…' he hesitated as he heard the last soldiers reload. He wanted to tear them to pieces. …but he just couldn't.

"Please, Shadow!"

Time up anyway, Shadow left the last three and slipped through the elevator door mere seconds before it closed. They fired again, but by the time the bullets reached the lift, the door had closed. The back wall of the elevator was pretty beat up as Shadow slumped against it, coughing and sputtering up blood.

"Level A-2!" Maria yelled, still short of breath.

The lift complied and quickly whisked them up a few levels. They both stood up – Shadow very slowly and painfully – as the door opened and entered the wide, rounded, rectangular hallway. This hallway had many windows to the outside, showing a beautiful scene of stars and a sliver of the Earth.

The two ran down the corridor towards the only place that was familiar to them on this level – the abandoned lab with the glass floor and big panoramic window, the one where the two used to often sit together, watching the stars. Shadow was starting to lag behind, breathing heavier than ever. Maria grabbed his hand and pulled him along as his hover shoes pushed him forwards weakly in an interrupted stride; too fast to be in run mode, too slow to be in skate mode. Maria could feel a dizzy spell coming up, but disregarded the signs and kept going. Soon they reached the lab, with its wide, vertically closing door, and entered it. Maria immediately sealed the door using a computer nearby; she also shut off the alarm. She looked over at Shadow. He was sitting in the middle of the floor, gasping for breath and still holding his bleeding wound. He had his eyes closed now and would shudder with each breath. Maria started to walk over to where he was, but then started to feel dizzy. She fell back against one of the control panels and held herself there, eyes closed and catching her breath like Shadow.

'This is it…' she thought in despair, as she relived the moment where Shadow was shot in her mind, '…this is the end…' she wanted to cry, but stopped herself. She remembered her belief that death, thought she greatly valued life, should be a quiet celebration; a passing on to something greater, '…besides… I don't want my last moments with Shadow to be in sorrow…' she opened one eye and looked at him.

Shadow looked at her and said, weakly between breaths, "I gather… that we're doomed… now that I'm… incapacitated."

He removed his hand from the wound, which had strangely stopped bleeding. It was still quite raw and bloody, but it gushed no longer. He was healing. Maria was startled at this, never having seen him self-heal so rapidly before, but decided that it didn't matter now. She shook her head slowly with a forced smile, "It's not your fault, Shadow…"

Not wanting to argue with that, Shadow collapsed on his back limply, spines spread out on the illuminated floor. Maria felt sad to see such a valiant, handsome creature defeated by a single shot. What a waste…

**bang… bang… bang… crash…**

Maria could hear a doorway down the hallway being broken open, making only her jump at the sudden crash. When she had jumped, she had accidentally triggered a button on the controls, ironically making some sad orchestral music play throughout the ARK. They were getting closer. It was only a matter of time now as they searched room after room.

**Bang… bang… bang… bang… fizzzzzz…**

They were cutting a door, but they were still a distance away. She waited, unafraid as she listened to the music… Between the crashing and banging, all she could hear was the calm melody, and Shadow's rough breathing.

**BANG! BANG! CRASH!**

They were getting closer…

(The unconscious Shadow in the present could feel his heart racing now…)

The music changed, and some now some sad opera music began to play. Maria gazed out at the stars… an infinite black sky littered with thousands of twinkling pinpricks of light reflected off her eyes… it would be the last time she saw them as a living being.

_Ave Maria  
Gratia plena  
Maria, gratia plena  
Maria, gratia plena  
Ave, ave dominus  
Dominus tecum_

She suddenly remembered that Shadow didn't like opera music, and was about to turn it off, when…

**BANG! BANG! BANG! BANG! FFIIIZZZZZZ…. **The familiar sound of GUN soldiers welding and cutting through the door threatened to drown out the music anyway.

Maria watched as two-and-a-half sides of the door were cut. During this time she listened to the music, trying to keep in a semi-meditate state of mind, but sad thoughts interrupted her, 'This isn't right… He was created for good… to bring happiness to the world… and yet he only had the chance to utilize his secondary function… violence…'

Shadow suddenly sat up, voice somber, "I'm not… going to lay here and get… killed… I'm going… to fight to my last… breath. Not that I have much… of that left anyway…" he stood weakly.

'Violence… all he managed to accomplish for this world was violence.' she thought as she listened to his words.

Suddenly, as the door was flung open, sooner than they had expected, and before anyone could react…

**BAM!**

The single shot seemed to ring and reverberate forever in Shadow's ears. Time seemed to slow as Shadow watched Maria fall to the ground. The only thing louder than the shot, was the sound of Shadow's scream…

"_MAAARIIIAAAA!_" anyone who heard would never forget his scream…

**SHOOOOMPH!**

"What?!" before he could go to her, a thick glass canister fell over him. On her way down, Maria had triggered another switch. Shocked at the suddenness of this, he plastered his hands up against the glass; as if to confirm that it was real. It was real.

**BAM! BAM! BAM!** More shots, fired at Shadow this time. The bullets simply crumpled and slid off the glass on impact.

"Cease fire! Cease fire!" one soldier ordered, "Don't waste your bullets, we got 'em anyway."

Everyone with a weapon stood back. The obvious leader of this group of four started talking on a radio, "Sir, we've cornered the U.L.F. …and Gerald's granddaughter is here too… there's been a terrible accident—" he continued…

…as Maria gave her final plea…

"Shadow… I beg of you… please… do it for me… for a better future…"

Lying face down on the floor, golden-blonde hair scattered about her, she looked at Shadow, blue eyes shimmering…

"_Maria_…" Shadow's voice cracked. He was still in disbelief. She had been shot in the chest too, but fatally, and with blood now pooling around her, she would soon die…

"For all the people… who live on that planet… _give them a chance to be happy_… let them live for their dreams…"

"No…" Shadow whispered to himself. This wasn't right, he was supposed to die, right here and now with the only friend he ever had… his surrogate mother and sister… the only person he truly loved.

"Shadow… I _know_ you can do it… that's the reason you were brought into this world…" she smiled warmly and reached out with one arm, as if she could still reach his hand. She imagined it was so as she felt the touch of his gloved hand in her mind.

"No! No!" Shadow began to bang on the glass frantically; "MARIA!" tears began to rain from his eyes, "MARIA!"

"Sayonara, Shadow the hedgehog…"

With that, her head fell limply to the bloody floor.

…and Shadow's world ended…

He may not have died physically, but the bottom certainly dropped out of it. Kicking and screaming hysterically, he accidentally pressed a button inside the canister, which sent him shooting down to the earth in the capsule. He screamed all the way down… When GUN found him, curled up in a ball and sobbing at the bottom of the capsule, he didn't even bother to resist capture.

… … … … …

Shadow again woke with a start. Face wet with tears, both eyes burning and redder than ever. The pain had lessened quite a bit… physically…

He had just relived the most traumatic and tragic event of his life… he felt as if a two-ton weight was sitting on his chest… he felt as if someone had voided his brain of all happy thoughts… he felt as if… his heart were broken…

Silent tears were still rolling over his cheeks and onto the cold metal table he had been placed on. He had been crying in his sleep. He remembered now why he didn't sleep – it was too painful to relive those memories each time. If he had known he wasn't alone, he may have not cried right then and there. He let the tears flow, and lay, feeling like a puddle for a few minutes.

He stirred a bit, stiff muscles craving more movement. This stirring attracted the attention of a Dark Legionnaire who was apparently keeping watch over him.

"Dr. Eggman!" Shadow couldn't tell which of the two female Legionnaires it was, but he could make out that she was saying into a two-way audio-video monitor, "We have life happening..."

Shadow immediately pushed the majority of his emotion back to where it came – deep down in his soul. He wiped the tears out of his good eye.

"Are you sure this time, Julie-Su?" his voice came back though the screen loud and clear, "I will be very disappointed if I have to come all the way down there again for nothing!"

"One second…"

Shadow could feel her metallic footsteps vibrate up through the table as she walked over to him. He looked at her briefly, uninterested as he could only see a billowing black cloak. There was an uncomfortable silence as she looked him over, and he lay in his puddle of self-pity. Suddenly, fast, but not fast enough to beat Shadow's reaction time had he not been caught off guard, she grabbed the bandage over his eye.

"AHHH—" **SCRRIIP!** The sound of an adhesive being pulled off skin and fur. Shadow flipped off the table – all the while cursing her to hell and all sorts of other nasty places – and landed on his feet, rubbing his bad eye in pain, trying to make it stop, and still yelling "AHHHRR—huh?" he stopped. He slowly opened his eye. There was no pain! _He could see!_ He looked himself over quickly; his muscles were still a little stiff, but he was all right. He blinked a few times to be sure, and then looked at the Legionnaire, who suddenly hunched her shoulders and rattled the bloody bandage in her hand as if to say 'WELL DUH! You can self heal, moron! What did you expect?!'. In fact that was exactly what she was thinking, but said nothing since she didn't fancy being killed at that moment – she wagered there was a good possibility of that happening judging by the look on his face – so she didn't risk it.

"Yeah… he's up…" she sighed at Eggman, while tossing the bandage in a biohazard bin.

"Yes, I saw that…" he said, referring to Shadow's artistic flip off the table, and interesting language display, "I'll be right down.' then he yelled louder, to be sure Shadow could hear, "Shadow? You _stay there._"

Shadow felt no need to go anywhere… he just wanted to crawl into the dark corner of the room to brood in private…


	8. Chapter 7

**Chapter 7**

The medical lab; A medium-sized room with a low ceiling and a counter down one side, teeming with vials of vile substances, charts, computers, medical equipment, medical supplies, and more. A cold, solid steel table sits in the middle of the room, and two deactivated Medi-Bots stand tucked away in the cupboards – Eggman had designed this room to normally upkeep and run itself in the rare instances it needed to be used. The lighting is dim, but can be brightened if needed. There is one door at the front of the room, next to a command console where the Dark Legionnaire, Julie-Su, is sitting. Shadow is leaning against the furthest darkest corner of the room, waiting for Eggman. The air reeks of chemicals and blood, and a dull silence fills the air. Both characters keep to themselves until Dr. Eggman finally arrives.

**SCHOOMPHHH.** The door slid open and Eggman stepped through. Julie-Su promptly left the room, cloak fanning out behind her, before the door closed with another hiss.

"Shadow." Eggman crossed his arms as he sat on the edge of the counter.

Shadow stepped out of his dark corner and crossed his arms as well, almost in mockery.

"That was a very close call. You're lucky to be alive, and you have the Legionnaires to thank for that."

Shadow turned his head away from Eggman, trying to show that none of this had affected him one bit. Seeing that he wasn't up for discussion, Eggman changed the subject.

"Anyway, thanks to you and the Legion, we are now in possession of two emeralds. However Sonic still has two, GUN has two, and Metal Sonic has one."

"…but the scale is tipping." Shadow smirked at Eggman.

"Yes. The Legion managed to get the yellow emerald from that fox boy. However, they underestimated him and had to hightail it out of there before they lost any more resources."

"How much did they loose?"

"All the Mechidna they brought and both tanks."

"That would be all of the resources, then."

"Well, uh… yes." Eggman stammered, "Tails had some sort of machine of his own and went up against the tanks. Tails managed to contact Sonic, and when he eventually arrived, the Legion abandoned the Mechidna to fight Sonic while the rest of them ran off with the emerald."

"Huh!" Shadow almost laughed at his mental picture of the situation, "Inexperienced… you should have sent me up against them."

"After your… _display_ at the echidna's inner city, I don't know if that would have been a good idea either."

Shadow's smirk turned neutral again and he raised a peeved eyebrow at Eggman.

"I don't want to loose you, Shadow. You're a valuable ally." Eggman changed the subject again, "I was very disappointed that we were only able to get one emerald from Sonic. I thought we could hit them fast and get all three at once. I guess that was hoping for too much."

Shadow gave a slow nod; he couldn't agree more. While he was sure he could have made a better example of an attack against Sonic, he knew the blue hedgehog was not someone to take lightly. Eggman knew this as well, but his ego often blinded him to that fact.

"When the Legion retreated, I gave an order for a few of them to check up on you on the way back. I sent you to the Red Rock Canyons, as I managed to pick up the white emerald's signature up on radar there for a moment."

"Yes… _about that_." Shadow uncrossed his arms and slowly made his way towards Eggman, who regarded him cautiously, "Never _ever_ send me through that tunnel again. Or I'll keep the emerald for myself next time." Shadow sneered as he stopped within a pace of Eggman, "Why on Earth do you even have that tunnel?!"

"Camouflage, of course. I don't want people simply wandering into my base, now, do I?" Eggman cleared his throat, wanting to get back to the original subject, _again_, "Anyway, when you didn't return as quickly as I expected, I became concerned that the emerald had already been moved to another location, or you were having some kind of difficulty. It just didn't feel right, and now I'm glad I sent those three to check on you – according to Kragok, if they hadn't rescued you, you would have died at the hands of medieval warfare." he paused, "That's not like you, Shadow. You're the Ultimate Life Form for heaven's sakes! What happened out there?!"

Shadow again looked away, embarrassed, but trying not to show it. Eggman shook his head and continued…

"Before they came to rescue you, Kragok, Kommissar, and Julie-Su planted numerous bombs around the underground dome. After they slipped away from the massacre, they caved in the place… burying the city and its inhabitants forever with the evidence that we had been there."

Shadow's eyes widened slightly as he considered this. All those innocent people were now dead, their culture crushed. They had tried brutally to see Shadow's end, and even though Shadow could be quite brutal himself, he couldn't seem to hold that against them; Shadow had been trying to steal a cultural icon of sorts, and his reputation on this planet was far from 'goodie goodie'. He had not wanted to fight with the echidna; he had no quarrel with the city; he had no reason to kill the citizens… Yet he was considered an unforgivable threat on discovery; they were trying to protect their homeland from the menace they thought Shadow was.

Was it not unlike the situation on ARK? The ARK would have eventually been a threat to the Earth and its inhabitants… and GUN was only trying to protect _their_ homeland. Shadow and ARK were 'unforgivable threats', and yet Shadow had (for the most part) not hesitated in butchering the infiltrating soldiers. Was he wrong in killing those soldiers?

'Wait a minute?! Whose side am I on?! No! At the time that was my purpose! I had every right to slaughter them!' said one side of his head.

'…but was it your _true_ purpose?' said the other, 'Don't forget what Maria said."

There was a pause.

'What?! How could I forget?! I just-I just…Stop it! Don't think about that!_ I just don't know anymore!_' Hitting a mental wall, Shadow closed his eyes for a moment and shuddered it off. He then turned to Eggman, "I was unprepared for their numbers. There were simply too many foes for speed and agility to be effective." he explained as matter-of-factly as he could.

"I see…" Eggman stood up, thought for a moment, then spoke again, "Next time I'll have to send you with a few of the Legionnaires, then—"

"Huh!" Shadow huffed as he uncrossed his arms, "They'd never be able to keep up with me."

"Don't worry, you just said speed wouldn't be useful in those kinds of situations – and it's likely you'll be facing a situation like that again." Eggman grinned, "Yes… this is a good idea. I'll organize you all into small teams of three—"

"Organize _them_." Shadow glared at him, "I fight alone." then passed him and started to walk out of the room.

"Hold it, Shadow." Eggman turned to face him, "Don't forget who set you free. …and who called me 'Master' when he was released? Hmm?"

"I already gave you your wish, Eggman. I led you to the Eclipse Cannon and lent you its power."

"…but it failed!"

"Humph! That's not my concern. I granted you your wish, and now I work for you only because I need something from you." Shadow shot him an ineffective piercing stare, "Remember that." and resumed his path out the door.

"_You_ just remember that it's an eye for an eye. You have services I need, and I have information you want."

"I don't know why I even bother…" Shadow turned again from the door, irritation rising, "Why don't I just go and find those files myself? All this trouble for—"

Eggman laughed, "So naïve… do you underestimate me, too, Shadow? Just like you underestimated the power of the echidna?"

Shadow was suddenly standing on top of the metal table, top quills grazing the ceiling, and sharp red eyes glaring down at Eggman, who turned to face him once more.

"Do you underestimate _my_ power?" Shadow threatened coldly.

Eggman was not at all afraid of Shadow's threats, and so took on a challenging tone, "Go ahead and try to find them. I guarantee you won't find a trace."

Shadow grabbed him by the collar with both fists, "I could kill you, you know… right here, right now. Then go and find the files on my own… I don't need you, and I happen to have a lot of time to spare."

"What good would that do besides proving something we already know?"

"—and what's that?!"

"That you're a pompous, arrogant son of a hedgehog. That you don't realize it even proves its own point and validity."

"_What is this irrelevance?!_" Shadow growled as he forced down a fit of rage and instead gripped Eggman tighter. Eggman simply chuckled at his small victory and smiled wryly.

"Only _I _know where the files are and how to access them. You know that as well as I. So go ahead… make my day and finish me right here. I'd die laughing because you'd just be damning yourself. _If I die, your history dies with me_." he paused for a moment, "Doesn't matter how much time you have… doesn't matter how clever you think you are… you won't find them. I can't stress that enough."

Shadow paused a moment to consider this, then abruptly pushed Eggman away with enough force to make him stagger back a few paces. Eggman composed himself and grinned again, totally at ease and confidant that Shadow would not dare kill him right then and there; he wouldn't risk loosing the chance to find out exactly who he is.

Shadow, very ruffled, stared at him with smouldering eyes. It enraged him that Eggman was un-intimidated, unafraid, able to hide from his stare behind those dark glasses, and at the same time, be a complete hypocrite.

'Pompous, arrogant bastard indeed…' he thought of several violent ways to retaliate, but found that each one would probably result in Eggman's imminent death. He liked those thoughts, and turned his back to Eggman as he smirked, elaborating those thoughts.

"Have you finished your little temper tantrum?" Eggman asked.

Shadow flipped him off without turning around, but the gesture was ignored.

"Now, listen carefully…"

Shadow turned an ear in Eggman's direction, as if to prove he was listening.

"Sonic's team thinks that the attack made by the Legionnaires was made by GUN, though they also have suspicions that it is a new group wanting the emeralds for themselves. They don't yet know that the Legion works for me, and I want to keep it that way. If they don't suspect us, they won't come after us for the stolen emeralds and make our plans more difficult than they already are. If they think it was GUN who stole them, they'll go after GUN to take them back, eliminating the need for us to go through the trouble to get GUN's emeralds ourselves. Once Sonic gets the emeralds from GUN, we can take them from him, eliminating the need to beckon GUN at all. We can stay out of GUN's fury altogether and just have to worry about defending against Sonic's team and attacking Metal Sonic's army."

"That's a little wishful… Why don't we just team up with Sonic and put GUN and Metal Sonic out of their miserable existences once and for all?" Shadow asked lowly.

"Because it would put us out in the open and in a vulnerable position for Metal Sonic or Sonic to attack, and we need those emeralds before we can take on that challenge." Eggman raised a clenched fist to punctuate his frustration, "I'm not going to allow myself to be railroaded a second time!" referring to Metal Sonic running off with his clone robot Shadows, "It's too dangerous right now. Attacking GUN is something that will take a lot of planning; as once we've engaged them they will hit back and not cease until my operations are flaming ruins. They are a very large and _very sneaky _organization and I don't want to start another tedious war with them. Right now we are fortunate to be in a position where we know more about what's going on than the rest."

"You hope." Shadow rolled his eyes.

"I _know_ this because none of them have bothered seeking us out – Sonic nor GUN nor Metal Sonic. Metal Sonic is the hardest to track, but I do know that he has been building up resources by making attacks on small, mildly defended military bases and warehouses then taking all the useable weapons and supplies he can. When he's ready to go against the world, he will either attack Sonic or us first, but I'm not certain." he paced a bit, "However none of them suspect that we are a major threat."

"So basically, you're trying to play ghost… manipulate Sonic into getting the emeralds from GUN, steal the emeralds from Sonic when he's not looking, hoping that he'll think it was GUN or Metal Sonic. Then once Sonic has weakened one or both, you can step in and take them all out at once with your emeralds."

"Precisely…" Eggman grinned wider than ever.

"I like it…" Shadow turned around, forgetting the brief conflict, and smirking at Eggman, "We keep our heads low until the last minute, and let them do most of the fighting and work." Shadow's tone then suddenly changed to something much more negative, "…but I highly doubt it will work. You're one to sit out when chaos is afoot, Doctor – everyone knows that your empire is usually _the cause_ of chaos."

Eggman nodded, and then insisted, "I can make this work, but I must have those emeralds. If any side gets all seven, _they will be unstoppable_."

"…but how are we to get the emerald Metal Sonic possesses?"

"That's where you come in, remember? That will be the last emerald we will try to take. My current plan is to send you in alone, flash & crash style. Simple as that."

'I like flash & crash style…' Shadow's smirk broadened. The flash & crash style referred to when Shadow would simply warp over or into the enemy's place, seize, destroy, or kill what was required, and then warp out, leaving the enemy to figure out what the hell just happened. It could be dangerous, as if Shadow somehow lost hold of the emerald or sucked too much energy from it, he could get stuck in the heart of some foreign fortress. On top of that he had to have a clear picture of where he was going, or else the Chaos Control would be useless.

"Now, getting to our current status. Sonic has his friends keeping watch over their remaining two emeralds; one is at Knuckles' shrine, and the other is with Miss Rose, though probably with help from Tails. Sonic himself is searching the globe for you. They don't yet know that you work for me either. Again, _I want to keep it that way_, as it keeps Sonic away from the emeralds and will make our job a whole lot easier." he paused for a moment, "We must be very careful in any attacks we attempt now, for if they manage to contact Sonic, he can likely get himself to the emeralds from wherever he is in a matter of minutes. I was hoping that we would be able to get all three emeralds from them on the first strike, but…" he sighed, "Since that didn't happen, we will have to switch to plan B…"

"Get the last two and get out?"

"Exactly. I want to send you and two Dark Legionnaires after the last two."

"Why don't I just flash & crash this one alone?"

"I want a Legionnaire to go in, to avoid _you_ being seen. One Legionnaire goes in, you and the other watch their back. Then when they have the emeralds you can warp them back to avoid leaving a trail for Sonic to follow."

"How far from the base are these emeralds?"

"A few thousand miles, why?"

Shadow made a mental calculation, "It's too far. We wouldn't make it without risking the emeralds warping." Shadow held up to fingers, "Two emeralds, two presences." then he flicked up a third, "Three emeralds, three presences – for that kind of a distance, anyway." he dropped his hand.

"I could give you… no… never mind." Eggman waved the thought off.

"I suggest you let me have an emerald anyway; it helps a lot in battle." Shadow said carefully. He was hoping he would be able to hold onto the white emerald he stole for his next mission. It would make battles so much cleaner.

"No… sorry, I can't let you take one with you." Eggman rubbed his chin, "For two reasons. One: if the emerald falls out of your hands or warps we're down one emerald. Two: warping isn't exactly subtle. It creates vast amounts of energy that could attract the attention of GUN or maybe worse, Metal Sonic. If you warp in, by the time you're ready to warp out you could be caught. If you just warp out you'll be gone before you can be traced." Eggman thought for a moment, "How far could you get the three of you… before it gets risky?"

Shadow calculated again, "Probably a couple hundred miles from the base… and that's pushing it." then he lowered his voice, "Who are you planning on sending with me?"

"If you behave, I'll let you pick your own team."

"What's your definition of 'behave'?" Shadow raised an eyebrow.

"No in-fighting. No destroying my base or its contents. No running away and getting yourself seen or killed. No playing with the emeralds. No showing off to the Legion."

"Hummm…" Shadow crossed his arms again as his smirk faded. He disliked these rules; it was going to be one boring stay at the base, "If I can't do any of that, I at least need to be able to run, Eggman." He said seriously.

"Run around inside the base. Just don't hit any windows this time…"

'How did he know I—?!' Shadow was about to vocalise that thought, but Eggman explained first.

"I was wondering what that noise was that night, so I checked the security cameras."

Shadow pushed aside rising embarrassment with a shake of his head, "No really, Eggman, I need the chance to get up to full tilt. I haven't had the chance to break the sound barrier for a long time. If I don't keep up to speed, I'll lose it."

"Humm…" Eggman knew this was true, and was actually prepared for it, "Come with me."

Shadow followed Eggman out of the room. They walked down the dark metal hallway and into a closed lift. As the doors closed, they did not notice a dark figure flip down from the ceiling outside the medical lab, make a silent landing, and sprint away.

"Basement five." ordered Eggman.

The elevator promptly obeyed, and with a stomach-flipping drop they were rushed down into the ground.

"Where are—" Shadow began.

"I'm taking you to the training room."

Shadow felt cold sweat start to bead down the back of his head and neck. He remembered the holographic training room where he was forced to battle for hours back on ARK. It was not something Shadow generally looked forwards to, due to the fact that even though the threats and enemies weren't real, holographs, _fakers_, he could still get seriously injured or even killed. Added to that stress, Professor Gerald purposely demanded that Shadow always be kept on the brink of loosing, just hard enough to keep him down, but easy enough that he could prevail – they were to keep him fearful and angry with tormentful foes. This caused fierce, frequent adrenaline rushes in Shadow, which the Professor found increased his physical energy and his speed of thought. There was a drawback to this however, it had a similar effect as a powerful stimulant drug; afterwards Shadow would often experience full-blown rebound, and if he was especially wound up, he would get nervous tics in his hands or up the side of his head. Gerald had considered this 'good exercise' for the mind and body, and few dared to challenge his method based on the results – Shadow's skill as a fighter improved drastically, even though this method pushed him deeper and deeper into melancholia.

Shadow ran his hand back along the side of his largest spine nervously, "…and just what is this… training room?"

"Did I say training _room_?"

Shadow nodded.

"Oh… well I meant training level."

The elevator stopped, giving the two another stomach flipping dose of gravity, and the door opened with a hiss. Eggman motioned for Shadow to follow him into the hallway. It was dark, cold, and damp down here. The only lighting was small clusters of green LED lights staggered along the walls.

"This entire level consists of any kind of physical or mental training equipment you could ever need. Shooting range, holographic simulators…" Shadow shuddered at that but Eggman didn't notice, "et cetera." Eggman motioned again for him to follow – he led Shadow to a small door marked 'Launch Tunnel' which Eggman promptly opened. It consisted of an open, spiral metal staircase.

"After you…"

Shadow made his way through the door and was followed by Eggman, who shut the heavy metal door behind him. The staircase was short and led to another hallway. This hallway was lit with continuous rows of red and white LED strips across the ceiling and walls. The hall as a whole had a very interesting perspective effect as Shadow glanced to his right; it seemed to continue forever as it had a very distant vanishing point. Shadow looked to his left and found himself looking at a large metal disc hooked up to thousands of wires and thick cables.

"Pay no attention to that, it's just the power generator. Down there is what's important." he looked to Shadow's feet.

Shadow looked down. He was standing on black, ridged, rubber flooring, wide enough for at least three Shadows to skate on simultaneously.

"It's a conveyer belt." Shadow observed.

"Yes."

"I suppose you want me to run on this? …but then why is the hallway so long?"

"At your discretion, the conveyer belt will start to move against you, according to its calculated speed of your acceleration. It will hold you in place until you are ready, up to the speed you desire, then at your signal, the conveyer will change direction and launch you down this tunnel, allowing you to run on the flat, and in your case, break the sound barrier."

"Launch tunnel… that's why…" Shadow mused.

"There's more. The tunnel only goes for around thirty miles before it stops. If you cannot stop before the end – and I don't expect you will – a door will automatically open and you will find yourself running across the desert. Since you will be going so fast, I suggest that you break through to the outside, arch around the back of the base, and then return through the hidden door on the northwest side immediately."

"Wait… how hidden is hidden?" Shadow turned to face him.

"There is a short segment of wall that is a darker shade of tan than the rest of the base. Go there and you should be able to figure it out."

Shadow nodded, "Is that all?"

"Mmm... You should know that I will be briefing you all for the next mission tomorrow night. I will alert you all when it is time. Until then, you are free to do what you like, _other than what I previously mentioned you cannot do_."

"Why not right now?" Shadow asked neutrally.

"W-what?" Eggman was unclear.

"Why don't we start another mission right now?" Shadow repeated.

"Oh! Well, I want to see how things settle out a little more before we make another attempt for the emeralds." he then added as he started up the stairway, "Dimitri is out on a solo mission anyway, and I would like it if only one thing is going on this time. It was hell trying to keep track of you and the Legionnaires all at once…" he stopped for a moment, pondering, before moving towards the exit, "When you end up outside, remember not to stay out in the open for too long. You're not exactly camouflaged on the light sand, Shadow."

Shadow looked at his black fur for a moment; indeed he stuck out against light coloured sand.

As Eggman disappeared through the ceiling and out the door, he called back,

"Oh… and this particular machine has remnants of a personality your creator designed when he was toying with artificial intelligence. She's a little temperamental; don't let her get to you."

The door closed with a bang and Shadow was left in silence in the Launch Tunnel. He looked at the power generator, then the treadmill like conveyer, then down the long hallway. He stepped off the end of the conveyer and onto the interlocked, blue-grey metal floor, and started his warm-up. Normally Shadow didn't even bother with a warm up, as there seemed to be no consequence if he didn't for some reason, though little did he know it was because the heavily reinforced tissues in his body were able to compensate. After having lain on a metal table for an extended length of time however, he felt in need of a good loosening up. He started by skating slowly back and forth a few hundred meters down the hallway. Having been stationary so long, the familiar push & glide movement of his gait felt good. After he got bored of that, he stopped and stretched out his legs, arms, back, and shoulders, then went back and did his legs once more. He turned to face the treadmill, then leapt up onto it, suddenly realising that he had no idea how this contraption worked.

"Shoot…" he muttered and looked around for any sign of instruction. There was none. He remembered that Eggman had told him 'at his signal' the machine would do as he wished. Shadow thought hard.

"_Start_." he barked.

Nothing.

"_On_."

A humming… silence.

"_Activate_."

If he were in the desert, a tumbleweed would have taken its cue at this moment. Shadow rolled his eyes, and crossed his arms, irritated.

"_Embark… initiate… power up… commence… launch-hhhit!_"

**WHAM!** Shadow swore as he was flung back first into the now sparking power generator. Steadying his anger, he peeled himself from the generator. The static had made his fur stand on end, and he sincerely hoped there were no security cameras in this hallway watching him this time as he stepped onto the narrow ledge between the wall and the wide treadmill, which was still rolling rapidly.

"_Stop!_"

Nothing.

"_Off!_"

The whirr of the treadmill and the spark of the generator still hung in the air as he flattened the fur on his head as best he could.

"_Alright you half-assed, fatuous, machine…_" Shadow growled, feeling silly talking to a machine that clearly didn't listen very well to begin with, "_Shut yourself off before I find better things to do! Let's go!_"

The machine suddenly reversed the treadmill's roll and at the same time jolted foreword in a flash, like the catapult of an aircraft carrier. It then slowly shifted back to its original position, and powered down.

"Humm…" Shadow uncrossed his arms and looked crossly at the now silent machine. He suddenly noticed a small digital screen glowing red on the side plate of the conveyer. It had a number on the screen and three buttons. Remembering something Eggman had said about 'calculated acceleration', and not knowing what else to do, Shadow pressed the button that said 'SET 1'.

"_Please stand on the conveyer within the ring_." a mechanical female voice said.

Shadow hesitated, and then climbed onto the tacky rubber surface. He noticed that there was now a red, laser emitted circle projected on the surface. He stepped inside it.

"_…and for your information..._" the machine said, with what almost sounded like a hint of indignation, "…_that unpleasant remark did not go unnoticed, ass hole_."

"…" Surprised, Shadow opened his mouth to requite, but at that moment the treadmill began to slowly move. He started to walk, bulky shoes impeding him, and the metal jet exhaust rings on the bottom softly clicking against the surface of the conveyer.

"_Speed will now increase. Please adjust stride accordingly to stay in the ring_."

The speed increased and Shadow had to jog to keep centred.

After a few seconds, "_Speed will now increase. Please adjust stride accordingly to stay in the ring_."

The speed increased again and Shadow's Air Shoes came to life, finally allowing him to skate. The speed then increased several more times, each with a warning as annoying as the last, until Shadow was skating rapidly, arms swinging wide, and head low. The red ring finally disappeared.

"_Warning. Speed will now decrease_."

The speed decreased much more rapidly than it had accelerated, and soon Shadow was standing on the motionless treadmill.

"_Acceleration has been calculated. Name of user…_"

"Sha—" he started to state his name.

"_Asshole._" she stated mechanically,"_That wasn't a question, imbecile._"

Shadow muttered with a scowl, "_Impertinent_ aren't we..?" but he knew how to use the machine now, so no further 'discussion' would be required.

"Launch." he commanded coldly.

As the machine started up, Shadow accelerated the way he normally would if starting a sprint. In a matter of seconds, his hover shoes were blazing as he skated in perfect form.

"_Lets go!_" he shouted over the hum of the machine.

**FOOOOM!** Shadow suddenly felt airborne as air rushed by him at tremendous speed. Had he not been prepared for the launch he may not have been able to react in time. The LED lights became long blurred streaks as he literally hit the ground running. He took in a deep breath then poured on the speed as he exhaled. Suddenly he could feel it… he could feel it against his face, his arms, and his legs. There was an invisible wall in front of him, a crushing wall of sound that he must break. It was strong, so he pushed even harder off the ground and his hover shoes burned brighter. He could see the pressure building, the shockwaves trailing around him, then suddenly a deafening explosion of sound as he met Mach1.

Tearing up the tunnel at a little over 758 miles or 1220 kilometres per hour, Shadow was having a blast. A fast but maintainable speed for Shadow would be at the subsonic speed of around 680 to 700 miles per hour, but he enjoyed a good run at breaking the barrier every now and then – It was an excellent workout. He narrowed his eyes and smirked as he rocketed along, straining to keep the pace as long as he could bear it. Suddenly the lit tunnel ended and he found himself outside under a twilight sky. Had it not been for the sudden change in air temperature and the strips of LED lights ending, he would have probably not noticed the transition. He flew across the desert, sand fanning out behind him. Then without warning, he started to feel a slight burning in his legs and lower back – lactic acid build up – but he pressed on for a few more seconds, mesmerized by the feeling of freedom. After all this effort, after being insulted by a simple machine, after waking from the greatest nightmare of his life, he just wanted to run… run away from it all.

…but not even the two fastest beings on the planet – Sonic and Shadow – are truly capable of running from their problems.

In an instant he turned to do a hockey-style stop, but instead of wasting his momentum completely, he made a very wide, arching turn to the left. Like a downhill skier after the end of a good, fast run, the combined force from his momentum and shoes created a gigantic wave of sand shooting into the air in his wake. The sheer size of the sand wave dwarfed him as he turned, feet parallel to each other and body at a sharp angle to the ground. His left side was so close to the ground that when he stuck his left arm out, he could feel the warm sand brushing against his glove. As he finished the turn he crossed over several times, and then poured on the speed again to return to the base. He was not able to turn nearly as fast or as sharply as Sonic, but he enjoyed the gliding and sliding he was able to do as he braced against the forces of gravity and inertia – it had almost an artistic air and he felt it took more finesse.

Skating along at a medium speed now, he took a look at his surroundings. It was much like the Arizona-style desert he had warped to after his strange experience with the white emerald, and the hole in his hand. He couldn't be sure however, as there seemed to be a lot less canyon and a lot more dune. As he approached Eggman's base and looked ahead he suddenly noticed the sheer size of it. He knew it was big, but never knew how much was actually above ground. It was a great mound of a thing, jutting out of the ground several hundred feet, and expanding wide enough to block the horizon. It was mostly beige and tan to blend in with the surroundings, and even though most of the base was underground, Shadow failed to see how a jet or other aircraft overhead could miss it. On top of all that, as if to make it any more obvious, the base was on the edge of a tall Eggman-made cliff – looking back to the doorway where he had blasted out of, Shadow could see that the opening was sunk into the very bottom of the cliff side.

Getting closer now, Shadow ran wide around the base, to the northwest side where Dr. Eggman said an entrance would be. As he crossed over to make the turn, he noticed out of the corner of his eye, a dark silhouette sitting on the edge at the very top of the massive structure. He glanced up for a moment, but saw nothing of interest, and so continued on his way.

A ridiculously long time later, he finally found what he _thought_ was the door. Thoroughly miffed from wandering aimlessly around for such a length of time, he walked up to the wall that was an ever-so slightly different shade of tan (it was hard to tell now in the dark), and looked at it. It was seamless – no handle, no keypad, no doorknob. He went closer to the door and brought his foot back in preparation to kick it, then realised that he could damage the jet on the front of his shoe that way on such a hard surface and stopped in mid-kick. Instead he rapped several times on its surface with the back of his gloved fist.

Silence, apart from the singing bugs in the desert.

Shadow was about to resort to making his own door, when suddenly some mechanical clicks were heard, the segment of the wall shuddered, and it slowly popped out and slid open. Shadow stepped through and the door abruptly closed behind him. A security camera peered down at him and a door stood closed in front of him. He walked up to the door and pushed down the lever to open it, as the camera followed his every move. As he stepped through the self-closing door, he made a point to flip off the camera.

Walking into the hallway, he noticed its familiarity. Looking up he saw he was standing in the yellow glow of the clock. This was the hallway where he had previously run laps. He skated down to the 'Y' split and followed the hallway towards the warehouse style armoury, where he had first stepped foot in the base. He spotted the open double doors to the steel catwalks on the upper level of the warehouse. He was about to pass the entrance to look for the elevator, wanting to find out how to get back to the training level from the hidden entrance or perhaps find a map, but he stopped abruptly and glued himself to the wall on the same side of the door. Someone was down in the armoury.

The warehouse lights were powered down except for the strips of rope lights along the bottoms of the walls, and along railing and steps. It was very dark and Shadow could just barely make out the silhouette. Shadow slipped into the darkness of the room and hugged the wall, keeping his eye on the suspicious presence he could see below.

It looked like a Dark Legionnaire, as when it moved a little closer to the light he could see what looked like a dark cloak wrapped around the body. It was searching for something, and didn't quite look like it knew what it was doing; didn't seem like it was a member of this base.

'A spy?' Shadow thought, undecided about what to do. Silently, he moved to a corner and looked up. There was a security camera, but it had a disc-like thing stuck on the lens of it. He reached up and carefully pulled it off. He held it up to the strip light at the bottom of the wall. It was a lens cap. The inside of it had been showing the camera a picture of the empty, dark room in night vision.

'It _is_ a spy…' Shadow could feel the excitement of a chase or battle rising up inside of him, though he kind of wished it had been before his running workout.

Turning the cap over in his hand he spotted a very small and subtle indented logo on the rim. He ran his finger over it and strained his eyes to see it.

'GUN!' he exclaimed in his head, recognizing it immediately. He cast the cap aside, leapt off from the catwalk silently, landed many meters below on the cold metal floor, and looked around for the figure again.

Behind him a voice suddenly cried out, "HA!" and a blow to the head, **WHAM! **sent Shadow sailing through a stack of plastic crates. Shadow whipped to his feet.

"YA!" the voice cried again, but this time he was ready. He ducked under the swift roundhouse to his head, spun around to get behind his attacker, and grabbed… a wing?!

"Rouge…" Shadow released the wing and jumped back in surprise, "What the hell are you doing here?!" he assumed an angry, but defensive stance as the silhouette of Rouge slowly backed up towards the wall. Rouge was not someone he considered trustworthy, especially under the current circumstances.

"Shadow." she stepped into the light as she pulled off her ninja-like black mask, "I should ask you the same. Last time I saw you, you were standing with Metal Sonic, his right hand man." she stuffed the mask in a pocket, "I'm surprised you've suddenly decided to remember me again." she accused, "So what are you? The Shadow I released, now Metal Sonic's aid? Or one of those mindless clones?" she also assumed a defensive stance.

Many things raced through his mind at that moment. Released? Shadow remembered Eggman's words – Rouge had released Shadow's backup and teamed up with him for a while. Now Metal Sonic had control of all Shadow's copies _and_ his backup. Shadow quickly realised that Rouge had no idea she was talking to the real deal. The true Ultimate Life. Shadow did not want to have to resort to lying again, but Eggman had told him that he didn't want outsiders to know that the real Shadow had been found alive.

"I am his consociate…" Shadow said darkly, lying.

"Humph… figured as much." She backed away from the fallen crates further, trying to get as close to a wall as she could before possibly triggering an attack from Shadow, "At least that bolt head is smart enough to send something with a half-decent brain in its head to go spying…"

Shadow simply smirked and tilted his head to that in the dim light.

"Not doing a very good job though... heh… I managed to catch you—" she started.

He interrupted, "I've been watching you sneak around for some time now. The rooftop? The little camera caps?" He tried to make it sound like he had actually been following her for some time, though he wasn't even sure if the figure on the roof had been her.

"Oh! So you've been _stalking_ _me_?!" she brought a hand to her neck in surprise, giggled, "Creep…" and winked.

Shadow rolled his eyes, dropped his arms and took a half step back, "We _are_ enemies…"

"So?" she took a few paces forward in her usual, seductive way. She came _very_ close to him, "Who was it that said 'keep your friends close…'" she came within inches of Shadow's face, so close that he could feel her body heat, "'_but keep your enemies even closer_'?"

To put it bluntly, Shadow was _not_ impressed, but her presence was so alluring that he didn't move. He could feel his face burning in a mixture of rage and… discomfort. She was so close now that he could feel the slight wind of her breath. He tensed up, ready to retaliate, and still thinking this was some kind of trick. He could have sworn he felt a presence behind him, but he felt dizzy, heavy, and numb as Rouge leaned over and breathed in his ear, "_I've always liked you, you know_…"

'_Damn this female…_' he thought, struggling to keep focused. His ears and eyelids drooped a bit. He was sure there were others in the room now, but Rouge was knocking him senseless without even landing another kick. He took a weak step back trying to pull away from her bewitching aura.

"…it's too bad…" she continued, "that you had to pick the wrong side…"

Weapons clicked as Rouge suddenly threw herself to the floor and Shadow's senses pricked up again.

**BLAMBLAMBLAMBLAMBLAM—** semi-automatic laser blasters fired continually as Shadow leaped into the air, executing an artistic back flip as he landed on all fours behind the line of GUN soldiers. As they turned, Shadow raced towards a wall, and with lightening speed flew along it, a trail of lasers hot on his heels. Rouge got off the floor and watched as Shadow, in a matter of seconds, sprang off the wall to a catwalk, then onto a chain, then onto another wall, lasers following him and lighting up the room.

A rough, empty, metallic sounding alarm went off as Shadow spun straight up a wall and took cover in the steel beam rafters of the armoury's high ceiling as he had his first day in the base. Laser energy bounced off the metal surfaces around him – the guns must have been set on stun, for a higher setting would have scorched or melted the metal. …but why were they trying to stun him?!

"_What the hell_ is going on down there!?" Eggman's voice suddenly bellowed over the base's audio system, "That better not be you, Shadow!"

The GUN soldiers plus Rouge started to run for where Shadow assumed they had entered from; a narrow, crude cut they had made in one of the walls. …but it wasn't so easy. Three Legionnaires, each wielding a laser rifle, suddenly flowed out of the hole and opened fire. Caught off guard, a few of the GUN soldiers fell. The remaining group, around seven or eight of them, fired back. The three Legionnaires split and seemed to melt into the darkness as they dodged the shots. Another Legionnaire appeared behind the group, holding a laser blaster-style machine gun in each… hand? Shadow swiftly hopped towards the group from beam to beam to take a closer look. This Legionnaire simply had a mechanical, very evil looking claw for one hand. The 'clawhand' raised his weapons, and the GUN soldiers dove to flatten themselves behind crates as he fired at them, cackling madly. The room filled with bright yellow light as lasers danced through the air and hit every surface imaginable, except for the intruders. It was apparent that he was trying to terrify them, rather than kill them.

A thought suddenly occurred to Shadow, 'Where's that Rouge?'

**ZAP!** "KUUYA!" Shadow managed to spurt out as he arched his back and fell, partially stunned, from the beam. He hit the floor hundreds of feet below on three limbs and one rigid leg, head millimetres from having hit the floor full force. His arms, having absorbed most of the shock, trembled, and then collapsed under him as he sunk face first against the piercingly cold floor. His left leg and most of his back and neck had gone rigid and numb; stunned. Struggling, he tried to push himself up with his arms, but it was too late…

GUN's reinforcements arrived, soon forcing the four Dark Legionnaires to take cover behind their own crates and other objects as GUN fired away with laser machine guns of their own. Shadow struggled to get up as he noticed some of the reinforcements carry off the fallen. There was a soft '**pat!' **soundas Rouge suddenly landed in front of him, hand on one hip, other hand holding a stun gun. She smirked, and Shadow struggled harder… but his body simply wouldn't obey as he wiggled about on the floor, trying desperately to at least curl into a ball.

"You're not a very good liar Shadow… never were…" she said as she admired the stun gun, "You're what we've been looking for, aren't you?"

Shadow suddenly felt strong hands grabbing his shoulders. Two solders lifted him into the air, and he twisted and struggled as best he could with his stiffened leg and side as they hog-tied him with energy ropes. Seething and panicking at once as they carried him off (they wisely avoided his spines), Shadow yelled back to Rouge, "_You're still a worthless, pathetic creature_!" while making valiant attempts to free himself from the restrictive binds as they tossed him into a small black metal box, then locked it firmly shut. Rouge simply winked and pocketed her stun gun, though she knew Shadow couldn't see out of the dark box. The two solders picked up a handle on each side and quickly carried the box – now violently lurching as Shadow flailed about in claustrophobic rage – away from the scene. The rest of the troops and Rouge soon followed them.

GUN ran down the narrow utility hallway – Shadow cursing them all to hell and other nasty places from inside the box – Rouge out front and swiftly taking out each laser turret and defence robot that managed to get in the group's way.

"Imbeciles! What are you doing in my base?!" Eggman's voice came loud and clear out of the loudspeakers again, "What are you doing _to_ my base?!"

GUN ignored him as they hurried outside, all the while Shadow struggling inside the box and making it difficult to carry. Far in the distance, a helicopter emerged from behind a tall sand dune, pushing sand every which way as it hovered a few feet off the ground.

Eggman now opened fire as the group sprinted away from the base. Hundreds and hundreds of missiles screamed and whistled through the air, targeting the group.

"_GET DOWN!_" someone bellowed.

**KA-BLAM!** The first missile exploded against the sand, sending a good quarter of the group flying into the air, and flattening the rest against the ground with the shockwave. Shaking off the blast, Rouge urged the living to get up, and more explosions sounded behind them as they scampered into the helicopter. The two soldiers responsible for Shadow's box quickly buckled it to the floor as the craft took to the skies, explosions lighting up the desert as they shot into the sky.

Shadow was having visions of the last time he was captured by GUN.

Shadow was not the only one throwing a fit as he lay, uncomfortably bound, in his box. Back in the base, Eggman was slamming his fists repeatedly on the control panel, his cursing enough to make a sailor cry. A distance behind him, a torn and bloodied Julie-Su watched on, her cloak shredded to ribbons – you could just see a bit of orchid colored fur and a glimmer of metal between the rips and bloody gashes as she sank to her knees, exhausted. Another Legionnaire with two red glowing eyes under his hood, none other than Moritori Rex, glared furiously down at her.

The four Legionnaires previously battling in the armoury gathered on the rooftop, watching solemnly as the helicopter disappeared from range, and missiles still falling with deafening blasts that rocked the ground.

Kragok threw his weapon down and stamped on it, smashing it into sparking pieces, "Shhhit!"

"I'd say this qualifies as shit-on-a-stick." said Kommissar quietly, her face angry under her hood. She turned to walk back into the base, but stopped suddenly.

"This isn't a good sign." said a male voice from under another cloak, yet to be identified, "Are we sure that this Ultimate Life Form is who he says he is? …how do we know this wasn't a staged event and he is not simply a double agent?"

"Oh _really_!? I never though of that!" Kragok yelled with heavy sarcasm, then yelled again in exasperation, "Exactly why do you think I'm so angry!?" the sarcasm started again, "Oh yes… I'm deeply distraught that Shadow may never return!" he made a scene of sarcastic wailing and crying, he then turned to the hood who had spoken and grabbed the front with his clawed hand, red eye gleaming with rage, "Look you moron… You are Julie-Su's direct superior, and _she_ was the one who let all this happen, so you better have a good excuse for not keeping an eye on that worthless runt!" he let go of the now silent Legionnaire, stepped back, and said truthfully, "They didn't just take Shadow, you fool! They took valuable data on the Mechidna as well!" Kragok stamped a foot.

"… and surely you don't blame this on Rykor?!" Kommissar walked back to the three, cobalt blue eyes shining with pure evil as she slowly pushed the hood off her head, "I don't."

Three hoods stared at her as she flipped her long metal-banded dreads (one was completely robotic), and wavy, medium length red hair out from under her cloak. Four glowing red eyes blinked from beneath the the hoods.

"I don't blame Rykor at all for not watching that bugger. I don't know how anyone could stand her." she continued, "For future catastrophes… when something goes wrong," she said matter-of-factly, "…just blame it on Julie-Su." she smirked, "Everything's her fault anyway… so don't fret, brother." she looked to Kragok, still smirking "…if anyone is to be punished it will be her. In fact, Rex is… _looking after_ her right now…"

A neutral grunt emitted from beneath Kragok's hood, "…lets go and watch the show then… Rykor… Xenin…" he turned to each of the hoods in turn.

The other two nodded and followed Kragok and Kommissar into the base.

Far away from the base in the noisy helicopter, Rouge sat across from Shadow's box. The box was silent now, Shadow trying his best to conserve energy until he had a chance at freedom. She stared hard at it, neutral expression. For a moment she almost felt piteous, but then pushed it aside. Her mission was to help collect data on Eggman's current operations, and she had done well. GUN had recently had a small base obliterated single-handedly by Shadow's copy, and so after Rouge's detailed report of Eggman's Shadow-backup and copies, they placed the blame on Eggman and went to investigate his base. They did not yet know that Metal Sonic was the true reason behind all this, and they did not yet know that the Shadow they had captured was the true Ultimate Life – though Rouge had a great suspicion it was the real one.

Rouge pulled out a small black silk cloth out of her pocket and carefully unfolded it. Concealed within was a very well polished gold band – one of Shadow's that he had lost post-Finalhazard. She gazed at its shiny surface but her thoughts were soon interrupted and she quickly pocketed it.

Shadow lightly banged his head in frustration against the bottom of the box, and then stopped, straining to listen to the conversation outside.

"Well done Rouge." a male voice yelled over the noise of the helicopter, "That may have been a less than graceful exit, but we got all the information we need, plus a little extra to make up for the losses." Shadow couldn't see, obviously, but the man had gestured to the box.

Rouge yelled back, "Sir. What plans do you have for this Shadow?"

"I imagine they will want to take him apart at the lab, see what he's made of."

In the box, Shadow's eyes widened in horror.

"You know… see if there's any technology there we can use." the man continued.

Rouge nodded and looked back at the box, trying to put aside a worried expression, "What about questioning, sir?"

"Questioning? He's a robot!" the man almost laughed, then he noticed that Rouge was serious, "Oh…"

"Are you sure he's the backup? I've known this guy for a while… and… I have a suspicion that this robot may be more than we think…"

Her superior raised an eyebrow, "Are you suggesting this may be Professor Gerald's Shadow? The original? The one we've been looking for all this time?"

"Maybe…" Rouge crossed her legs and leaned against the back of her seat.

"Well… we'll soon find out at the lab." sighed the man.

Shadow listened intently as the helicopter suddenly descended and slowly touched down. He heard the chopper power down and all the people inside clear out, then was suddenly slammed headfirst, very hard, into the wall of his prison. A trickle of blood dripped down his forehead as his box was carried roughly from the craft.

He didn't know exactly what they were going to do with him, but he did know that now that GUN knew the location of Eggman's base, what exactly was being kept in the base, and how hostile it really was, Shadow's allies would be in big trouble. On top of this they now had possession of _him_ -- the real Shadow. They didn't yet know for sure, but if they tried to take him apart they would soon find out.

Shadow's skin crawled at the thought of being frozen for another fifty years… or maybe longer… maybe forever… then he would never get the chance to die and be reunited with Maria…

Shadow resumed banging his bleeding head against the floor of the box, trying to knock visions of her death out of his mind.


	9. Chapter 8

Author's note:  
As always, forget what you know from the comics (do I really need to even say this? – okay, won't mention it anymore). Some of the Legionnaires are a _little_ different anatomically wise… that is, there's a little more or less mecha to some of them.  
…and remember, I'm not staying true to any couplings with any of the characters – even though I may play around with them a bit – and I say this because I have no intention of adding a romantic plot to this fic at the moment… it's more of a humor thing…

Ooooh… this one was fun to write!  
Get ready… it's time to rewind time a bit and shift the spotlight… and just for a second, don't worry. : ) It's just to fill you in on what the heck is going on…

* * *

**Chapter 8**

Déjà vu, the medical lab.

The Dark Legionnaire, Juli-Su, sits at the computer console while Shadow is leaning against the furthest darkest corner of the room, waiting for Eggman. The air reeks of chemicals and blood, and a dull silence fills the air.

Juli-Su watched Shadow indirectly out from under her hood. She found him creepy, to say the least, and would have left the room already had she not been directly ordered by Kragok to keep a close watch over him. Juli-Su did not _fear_ Shadow, nor did she Kragok – her fear was reserved only for Dimitri, the ruthless tyrant and dictator – though perhaps it was because she didn't yet know just how ruthless Shadow himself could be. Even though Dimitri did not seem to like him, the Legion tolerated Shadow, as they knew he could be an important key in their success, because of his ability to harness Chaos energy. They also did not like the concept that Dr. Eggman seemed to seriously depend his and their plans on this shady hedgehog one bit, especially one that appeared to be so weak…

They did not generally include Juli-Su; she wasn't particularly fond of her comrades, and neither were they of her.

Eyes accustomed to the dark, Juli-Su could easily make Shadow's sulking outline in the dark corner – though it looked more like he was sleeping against the corner, with arms crossed and eyes closed. In reality he was trying to sort though unwelcome memories, trying to find a happy thought to hold on to, or at least one that didn't involve Maria's death – though memories unlike those were few and far between in his shortened reminiscence, and he wasn't having much luck.

'What's he so upset about..?' she wondered, thinking him almost ungrateful, 'Yeah… sure… I'd be pissed, too, if I had to be rescued, but not _that_ pissed…' The only things she knew of Shadow, were that he could self-heal, was able to travel at supersonic speeds, was able to use Chaos energy in spectacular ways, and that he was created by Professor Gerald to be the Ultimate Life Form – whatever that meant.

Juli-Su did not know about him being frozen for around fifty years by GUN, none of the Legion did, which was strange, as the Legion had also been frozen in an ageless torpidity of sorts for a very long time as well. After being tricked by Dr. Robotnik, Gerald's son and Eggman's father, the Dark Legionnaires were trapped inside the capsules. The majority who were 100 roboticized were deactivated immediately after roboticization and left in the storage room. The last seven – Dimitri, Moritori Rex, Kragok, Kommissar, Juli-Su, Rykor, and Xenin – were somehow spared this mindless fate, though they did not know how or why. All were eventually awakened from their hibernation many years later in the future by Shadow, when he accidentally popped open the capsules during his battle with Robo-Sonic.

While Shadow had lain unconscious earlier, Juli-Su had taken the opportunity to admire his shoes. They weren't like anything she had ever seen before, and were probably the thing that intrigued her most about him, being from the technology-crazed cult she was from (and only Eggman and Metal Sonic seemed to know exactly how technologically enhanced and advanced Shadow was). Juli was also very _very_ bored with sitting around doing virtually nothing.

'_Damn, I want those shoes!_' she had thought in envious frustration. She pulled up her robe a little and glanced at her own knee-high boots; they were heavy and metallic. The bottom of her boots were very similar to Robo-Sonic's feet – inline-skate like wheels with a jet at the heel, enabling her to boost forewords in a temporary high-speed dash without even having to move her legs.

'Outdated technology now…' she had thought of her boots, as she drew a gloved finger around the metal ring of one of Shadow's shoe's jet exhausts. She had contemplated several times of stealing the Air Shoes, but his frequent awakenings; muttering and sometimes screeching in agony, deterred her from that plan. …and there was also the fact that she wouldn't exactly have anywhere to go with them, and probably wouldn't get too far if she tried.

**SCHOOMPH.** Still sitting on the chair, her thoughts were broken as the door slid open and Eggman stepped through.

'_Finally!_' Juli-Su thought, exasperated, as she left the room, her cloak fanning out behind her before the door closed with another hiss. She didn't notice the figure watching her from the ceiling as she walked down the hallway towards the steps to the rooftop.

Some distance away in the base, Dimitri was about to set out on his solo mission. He was going after Guardian Knuckles personally, something that Kragok longed to do, but never spoke of in front of his only two superiors: Moritori Rex and Dimitri. The three stood in Eggman's aboveground control room.

Dimitri spoke, unearthly voice making Kragok grind his teeth, "_In default of myself, I leave Rex in behest, and Kragok second to all intendancies._"

Kragok bowed his head slightly in respect, trying to show gratefulness. Rex bowed his head, but even more slightly than Kragok.

"_When I have… disposed… of that wretched, puny Guardian, I will return, sporting his __spicules__ as a trophy. _" he cackled softly.

Rex and Kragok exchanged a smirk, imagining the echidna's severed dreadlocks dangling from the long sleeves of Dimitri's cloak.

"Forgive me, Dimitri." Rex spoke, voice forcibly pleasant and very respectful, "...but why don't you take the two remaining emeralds while you are there?"

"_Because my goal is simply to hunt down the Guardian… to prove he is powerless… weak… to strike the fear of defencelessness into the souls of our enemies._"

Rex bowed his head again. Personally he didn't think it was an efficient use of traveling all that way, but said nothing more. Dimitri was not one you wanted to tango with, even if he was, by some strange coincidence, family to Rex and much of the living Legion.

Juli-Su stood on the rooftop and looked out at the desert sunset. A brilliant red and orange sky made her wince her eyes at the brightness. Having been born, raised, and lived most of her life in the dark, light was not something her eyes seemed to like. …but since this sunset was particularly beautiful, she stained her eyes and watched anyway. She pushed the hood off her head, deep ultramarine violet eyes reflecting the now red and purple sunset, and breathed in the dry air. She ran a gloved hand through her medium length, violet tipped hair to push it out of her eyes, then pulled her spines out from the back of her cloak. Three of her five dreads (actually very droopy spines formed by thousands of small quills – same idea with hedgehogs, except theirs are more rigid) were completely roboticized, and the other two were banded randomly and stylistically with metal. The these dreads were not roboticized in the same way that Kommissar's was… Juli-Su had the unique ability in that she was able to move those three dreads in a tentacle like fashion – she could extend and contract them to a limited distance, use them to grab or manipulate objects with the tiny retractable three-pronged claws at the end of them, or use them in any other creative way she could think of. They were strong in the sense that they could carry or push a lot of weight, but they could be easily crushed or wires cut, as they were not heavily armoured; they also weighed her head down quite a bit, which annoyed her to no end with frequent neck aches. She massaged her neck with one hand as the last sliver of the sun disappeared behind the horizon.

**KA-THOOOOM!** A very loud, low, and booming blast of sound attracted her attention to the other side of the rooftop. She ran to the northeast side just in time to catch a glimpse of a cone of sand moving _very_ rapidly away from the base. She thought for a moment that perhaps Eggman had fired a missile at something. As she sat on the edge of the roof to watch, she saw the fury of sand arching back towards the base, making a tidal wave of sand shoot into the air. It started to return to the base, more slowly than it had gone out.

'Must be one of Eggman's robots… or… oh! It's that Shadow!' she remembered that Shadow was capable of supersonic speed, and it all suddenly made sense, 'He's skating on air! Sweet…' she thought as she watched as the black blur skated by far below, 'I still want those shoes…' but she didn't notice him glance up for a split second, as her attention was distracted by a footstep on the metal stairway far behind her. Juli-Su quickly shot to her feet, stuffing her dreads back into her cloak and flipping up her hood.

No one came. Thinking it may have just been her imagination, but curious anyway, she jogged back to the short stairwell. It was void of presence except for a slight breeze.

'Must be getting hungry…' she reasoned, blaming the noise on her empty stomach. She made her way down a few hallways, took the lift down a level, and entered the silent storage room / kitchen where most of the good food was kept. It was a medium-sized room, a little bigger than the medical lab. It was only inhabited by three (currently deactivated) Chef-Bots, since only Eggman and the living Legionnaires needed to eat periodically. The bots were responsible for the upkeep of the room, and most importantly, the preparation of food. The room was cold enough that you could see your breath fogging in the air if you exhaled hard enough; this was to keep the food a little fresher, not that there was much fresh stuff to be found. The room was well lit with fluorescent lights, and was the only room in the fortress she knew to be painted all white. The ceiling was high for no apparent reason, and had many thick cement pillars holding up the ceiling. Stuck to magnetic plates on many of these pillars were metal kitchen utensils like ladles, knife grinders, spatulas, prongs, tongs, and a large variety of (what else) knives. Along the walls were shelves of supplies; bags of dried food, cans of canned food, etc. There were three ovens, a large industrial dishwasher, a small walk-in freezer, and various other kitchen accessories staggered about on the many stainless steel counters. Eggman didn't mess around when it came to his meals.

Juli-Su walked up to one of the shelves and casually plucked a medium-sized, yellow melon off the shelf and hopped onto the counter. Sitting cross-legged she savagely chomped into it, rind and all, gorging herslef and thinking of how it would be nice if she could take a permenant vacation from the Legion. She bit into it again, sticky mellon nectar stringing from her face to the juicy insides of the fruit.

'Where would I go? What would I do to live?' she thought, shaking fruit juice from her hand, 'The tribe would never take me back now… not with these damned implants…'

**…plunk…**

She suddenly dropped the melon and stood up. What was that noise?

**…plunk… …plunk… …plunk…******

Juli-Su looked sharply behind her…

**…plunkplunk… …plunk… …plunk…** It was just a leaky sink dripping into its large metal basin. Feeling stupid for being so paranoid, she walked along the counter, bent over, and trurned the tap on to wash her sticky gloves and muzzle off. She had lost her appetite again anyway.

Then she saw something move very fast in the furthest corner of her eye. She whipped around, weilding one of her laser blaster pistols.

"_Rykor_, that better not be you sneaking around again. I'm watching the Ultimate Life, _okay_?!" she yelled impertinately, "I just needed to get a bite to eat…" Stillness and silence, except for the occasional puff of fog emitting from her mouth. She was pointing her pistol at the stainless steel dishwasher. When she moved her head back and forth slightly, she noticed that its reflective surface showed different shades of light. Kicking herslef for being so on edge _again_, she lowered her pistol, then wiped a cloak sleeve across her no longer sticky, but damp face to dry it off. She was supposed to keep an eye on Shadow, though she really had no intrest in staying true to her orders from Kragok anymore. Staying in that literally bloody room for hours while the Ultimate Life bled to death and screamed bloody murder was about as much of that bleeding hedgehog as she could take for one day. If Dimitri or even Rex had ordered her, she may have listened and watched Shadow a little longer, but nothing from Kragok was worth listening to in her opinion. Wearily, she turned around, then found herslef yelling… "_WAAAA!_"

**SLAM!** "Fffffu-ouch!" Juli-Su toppled backwards over the counter and landed painfully on her neck on the other side – had the back of her neck not been slightly reinforced with some wiring, she may have broken it right there.

"Ugh… umph… crap… that hurt…" she rasped as she started to get up, a little dazed from the suddenness of the attack. A dark figure had slunk up behind her and kicked her square in the chest, sending her sliding back over the counter, "_Who the hell just did that?!_" she demanded angrily, "That was _way_ out of line!" she stood with hood down, cracked her neck and looked around, now holding a laser blaster in each hand. She gasped as she saw what appeared to be a bat wrapped in black coths scuttle expertly across the wall, making its way towards the door, "_Oh no you don't…_" she muttered as she opened fire.

**BLAM! BLAM!** Two separate, sound shots at the wall made the figure stop within feet of the door and fall to the ground.

There was a sharp mechanical whirr as Juli slid / rolled over to the door on her boots and kicked it shut in one smooth movement, both pistols aimed at the floor where she had seen the bat fall. …but the bat was waiting for her.

"_YE-A!_" she had grabbed a foot long, seraded knife in one hand, and in the other was a knife sharpener.

**ZEEU!** The knife zipped inches past Juli's face as she fell back against the door to avoid its path.

"_HA!_" cired the bat as Juli ducked her head to one side, just barely avoiding the knife sharpener that was now suddenly stuck in the solid metal door, inches from her head.

The was another mechanical whirr and what sounded like a spring toy being dropped as Juli's three dreads reached around and effortlessly flung the assasin away from her. The bat slid across the floor back-first and slammed into the shelf, making some contents fall off.

**BLAMBLAMBLAMBLAM!** Juli was relentless, very angered now, shooting after the quick and nimble bat who had scampered behind a counter to avoid being shot. Metal surfaces sizzled as Juli advanced, still shooting along the counter where the bat was supposed to be. She became a little too preoccupied, however, as suddenly…

**ZEEU!ZEEU!** "AHHRRRAAAHH" Juli roared as she got a slice down her back, then another swiftly across the arm. The bat leapt back as Juli's dreads reached out again, this time trying to grab the dark figure by the neck. Finding her blaster cartridges thwartinglty empty, Juli cast aside her guns and flailed around for a new weapon before the bat could round on her again.

"Ha-_HA_!" Juli laughed as she whipped around, grinning evily as she held her two new blades up to the attacker, who was holding her blade up to Juli as well. They stood face to face for a moment, then Juli wondering why the bat was shaking slighly…

"That's right!" she quipped, "Shake in fear at my…" It suddenly dawned on Juli as she glaned at what she was holding, "Crap!" she was holding out a ladel and a spatula.

The bat, not being able to help herslef anymore, sprinted back a few paces and colapsed against one of the ovens, reeling with laughter.

Fuming with humiliation Juli threw them away and, thinking quickly, found something better. A drawer full of silverwear. The bat (who anyone other than the Legion would have recognised as Rouge by now) quickly came to her senses as forks, butter knives and steak knives zipped through the air towards her, many of them with enough froce to make them spark as they hit metal surfaces. Rouge ducked behind the sink, just as a huge butcher's cleaver unexpectedly sailed through the air and cut straight into the door of the oven.

A moment of silence.

"_Who the hell are you_!?" demanded Juli-Su, a steak knife ready to fly in one hand, five forks fanned out in her other.

From the cover of the sink, Rouge picked up a grapefruit that had tumbled from the shelf and rolled across the floor, and tossed it in Juli's drection.

**ZWOO!PAT!** The steak knife hit the flying grapefruit dead center, and it fell to the floor beside Rouge, impailed, and wondering what it had done to deserve having a knife stuck in it.

'Darn it…' thought Rouge, 'She has good aim…' then tittered, 'Oh well… still no match for the _mysertious Rouge…_' as she pulled a small, plumb colored ball from a pocket. She rolled this one across the floor towards Juli-Su, who noticed it too late.

**POFFF!** It exploded, filling the room with a plum-purple cloud. Juli-Su tried to find a wall to back against, lest this troublemaker try backstabbing her.

"_HA!_" Rouge flew towards Juli, a knife now in each hand, one thin and long, the other short and broad.

Juli jumped back and twirled, cloak and dreads fanning out, behind one of the pillars. She could just barely make out Rouge as the cloud slowly faded – she held the long knife foreward, high behind her head, and the broad one backhanded and out front.

Juli looked up at the pillar. All that remained was a small potato peeler, and medium sized, regular all-round kitchen knife; the kind that often appears as the weapon of choice for the madman in slasher movies. She grabbed the medium sized one and charged, fearless, towards Rouge.

**CLANG!** Metal on metal as Rouge blocked Juli's downward stab with the broad knife, then brought the long one down on Juli's robed shoulder, only to find that it wouldn't sink into her flesh after piercing through her cloak. The knife had hit one of Juli's cybornetic implants.

Juli grinned as she pushed Rouge back with her dreads again, tearing her robe from shoulder to waist in the process as Rouge drove the knife downwards.

Rouge lunged foreward for another try, swiping, tearing, fangs bared behind her mask as she tried to get a slice of Juli's flesh. Juli had her three dreads arched up, the potato peeler in one, butterknives in the other two as they whipped around, diverting every attack. She held the bigger knife in both hands ahead of her, preventing Rouge from getting too close.

Rouge managed to reach out and cut a wire in one of Juli's dreads, and it promptly went limp, making it useless. This distracted Juli for a moment. Smirking, Rouge did a high, artistic half flip as she leapt over Juli's head and landed in a flash. Caught off guard, Juli spun around to defend herself, but it was too late. Rouge shredded Juli's cloak as she left deep gashes in her arm, thighs, side, and even a few managed to graze her face. Juli-Su merely staggered back and fell against the door of the walk-in freezer, her blood dripping all over the floor.

Not seeing anything to loose at this point, Juli-Su went after Rouge barehanded this time, and tried to land a few punches. None hit. Rouge swiftly kneed Juli in the stomach, then before she could recover from the blow, opened the door to the freezer and high-kicked her inside. Juli-Su shouted profanity through the door as Rouge latched it securely shut. Juli came up to the small window, and banged a bloody fist on it, silient screams not penetraing the thick door.

"Sorry… can't hear you…" Rouge winked at her, holding up a small device –Rouge had stolen Juli-Su's stun gun (which she had conveineintly forgotten about during the fight). She turned on heel and ran off.

Juli-Su was eventually found, near hypothermic and terribly weak, by Moritori Rex on his way to check out what all the comotion was about in the armoury. Juli-Su told him what was happening, and he rushed off to alert Eggman.

She was to be severely punished. Her order had been to watch the Ultimate Life Form until otherwise noted, and she was deemed to have not taken it seriously. Not only that, but she had failed to take out and / or alert the base of an intruder in time, allowing them to escape with the Ultimate Life Form she was _supposed_ to be watching, _and_ valuable data on the Mechidna. Basically she had just screwed over Eggman's master plan, making everyone's lives a heck of a lot harder.

Now all the living members of the Dark Legion, minus Dimitri, stood in a circle around Juli-Su, who was on her knees, still badly battered. Eggman listened from a distance.

"_EXPLAIN YOURSELF!_" roared Kragok.

"_Quiet_." warned Rex in a drawl.

"Yes… please…" Kommissar rubbed her temple through her cloak – she was standing next to Kragok and had received the most of that vocal blast. Rex gave her a warning look, too, but she didn't notice.

Juli-Su just stared blankly at the floor, head bowed respectfully, not wanting to make things any worse than they were. She thought this was all terribly unfair, but dared not say anything just yet. She was awfully tired, sore, and cold anyway…

"We all know and saw what just happened, so there's no point in explaining it all over again, but I will say this: We must get the Ultimate Life Form back before GUN finds out that he is the authentic, and our data that was stolen is translated, analysed, and passed around. …else our plans become irreversibly complicated…"

Dr. Eggman nodded at them all from a distance, reinforcing this, "Shadow has been captured by GUN before… they happen to be very good at restraining and controlling him… and since he doesn't have an emerald, it's likely he will not be capable of escape without some help."

"Since this was _your fault_." Rex didn't even look at Juli as he said this, voice sharp and cold as icy daggers, "You will be the one to correct this… _failure_."

Juli-Su suddenly looked up, determination in her eyes, "_Grandfather_, I…"

"_YOU INSOLENT LITTLE WORM! HOW DARE YOU—_" Kragok spluttered as he furiously stomped foreword and prepared to strike her with his clawed arm. He was caught in mid-air by the back of his cloak, then pulled back to his place in the circle by… Eggman?

"I will have none of this." Eggman said sternly as he glared down at Kragok, "I allow you to run your operations the way you wish, but I will not tolerate punishments that cause harm to our own. It sets us back and gets us _nowhere_." his last word echoed slightly off the metal ceiling.

"_Kragok_. You are _excused_." Rex hissed.

Red eye burning with rage, Kragok slunk out of the room without another word. Eggman crossed his arms and stepped into Kragok's place in the circle, still very angry about the entire situation.

In a harsh whisper, Rex spoke to Juli-Su, but it looked more like he was speaking to the wall across the room, as if he denied her existence, "Don't _ever_ call me that again. You are _nothing_ to me."

Juli-Su narrowed her eyes and furrowed her brow in pure hatred under her hood. She had not meant to call him what he was… it had just come out that way. Rex continued in a louder voice, now, "In the absence of the great Dimitri, it is my responsibility to decide the punishment of the Legionnaire in question. After being treated by the Medical Bots, Juli-Su shall travel to the GUN fortress where the Ultimate Life and our data are being held. She will destroy the intelligence they collected and free the Ultimate Life… _alone_." he turned slightly to Eggman, "Surely you approve of sending her alone. It will be much easier for her to enter and escape undetected, if she only has herself."

Eggman simply grunted, "I leave it to you to decide what your Legionnaires' abilities are. If you think a single Legionnaire can do it, then I approve. Though I feel that if Shadow can't manage freeing himself within the next hour, we'll all be damned anyway…" he walked back to his computer, mumbling pessimistic thoughts.

"Your mission starts immediately." Rex grumbled to Juli-Su, tossing a holographic projector at her (it was simply a small black plastic plate roughly the size of a floppy disc that could project text and 3D images) as he and the other Legionnaires silently went to stand on the only exit to the room, the lift that would take them down to the main level. Kommissar was grinning broadly under the concealment of her hood – the chance that her stepsister would finally be killed was high.

Picking up the projector that had clattered to the floor at her knees, Juli-Su finally and painfully got to her feet as the lift descended out of sight, pushing her fury aside; there was always time for that, later. She looked to Eggman (who was now bent over the computer) for a moment, and said neutrally, "Thank you… for stopping him." and then started to leave, metallic boots clanking on the floor.

"Stop right there," he yelled back without turning around, "I have something for you…"

"Hum?" Juli-Su turned.

Eggman turned around, "Catch…" and threw a glowing object towards her.

She caught with two hands and looked at it, "A power ring?!"

"Yes." he leaned against the computer, "Use its energy sparingly and you should have enough for the entire journey…" he added in a mutter," provided there is an _entire_ journey or Shadow doesn't take it from you…" he rolled his eyes, then continued with a louder voice, "GUN has taken him to a base a few hundred miles to the south. All the equipment you may need is in the armoury, and I see Rex has already given you the information."

There was a short pause as Juli absorbed all this and glanced at the two objects she was holding, "Thanks, but…" she raised an eyebrow as she looked to him, "You don't actually believe that I'll make it, do you?"

"That depends on how fast you can find Shadow."

"What?"

"_You're wasting time_." he explained, "Go!" and turned back to his computer.

Juli-Su gripped the power ring and walked quickly over to the lift, cuts and bruises stinging. As the lift descended, she leaned against the wall exhaustedly and turned the basketball-sized ring over in her hands – it would allow her to run and glide much quicker and for longer distances, or she could use it to power a machine. They weren't exactly common, either; the last time she had seen one was quite a few years ago, clutched in Dimitri's hands. Being such a young, low-ranked, and generally unliked Legionnaire, she normally wasn't aloud responsibility of such precious and powerful objects… those that she couldn't steal and conceal anyway. The lift stopped and she made her way to the medical lab as quickly as she could hobble on her tired, cut legs. She decided she rather liked Eggman.

At the medical lab, the Medi-Bots first cleaned Juli's wounds, cauterized several of her cuts shut with lasers, and then bandaged the rest. She refused painkillers, on the excuse that they made her curiously giddy.

After making her way to the armoury, she threw her torn cloak away and read the holographic mission statement and objectives message contained within the small disc she was given. It told her the exact location of GUN's base, the best way to approach it, and showed her a map of all possible entrances. After it had finished its pitch, she pocketed it for future reference as it contained a useful, though incomplete map of the facility.

As she started to shuffle around in the crates to find appropriate weapons (the weapons in the crates mostly consisted of things the Legion had raided or stolen from slain enemies), she remembered her broken mechanical dread. It took her fifteen minutes fidgeting upside-down and backwards in a warped mirror to solder the wires back together. Then after another long search, she found her pistols – someone (she suspected Kommissar) had buried one at the bottom of one box, then the other at the bottom of another box, not to mention leaving them without ammo. Juli-Su re-loaded them and stuck them back in their holsters on either side of her bandaged thighs, being sure to bring extra blaster cartridges for the guns this time. She also took a grappling hook (strapped to her waist), and by lucky chance she found a very interesting weapon. At first she thought it was the stun gun the spy had stolen from her – it was just a rounded rectangular metal box with two prongs coming out the top, attached to a cylindrical handle – but the second she gripped the steel handle, to her surprise a wavy blue energy beam shot out of the two prongs at the front. The blue energy instantly solidified and formed…

"A kris sword!" she grinned deviously as she admired the two-foot long, serpentine, blue blade as it sparkled and lit up her eyes, "I'm takin' this…" she put in down on top of a crate, and it instantly powered down in the absence of her touch, returning to its harmless looking state. A firearm would have been a much wiser choice as a backup weapon, as that was her area of skill, but she found its thin, wavy blade very appealing…

Juli-Su found a new cloak in a large locker. It was a little smaller than she remembered her old one being – it only came down to the top of her toes, and her gloved hands were exposed. She put it on, concealing her metallic implants and weaponry. After more searching she found the sword's counterpart – a sheath especially designed to hold the handle in such a way that you didn't get impaled each time you reached for it – and strapped it to her back on the outside of her cloak. She carefully slipped her arm through the power ring and let it sit on her shoulder.

Juli then went to the other side of the armoury were some hover-scooters sat resting against the wall. When the underground train couldn't be used, the Legion often used hovering transport to get from place to place. Firing it up, she was soon zooming up to the doors, down the hallway and out a set of double, heavily reinforced metal doors to the outside, where she flew rapidly off towards the base, looking almost like a witch on a broomstick as she eclipsed the moon, cloak billowing out in her wake.

Meanwhile, two GUN soldiers had placed Shadow's box in a tall, cylindrical, heavily reinforced room. They quickly left and bolted the thick, slightly curved door shut. The metal walls of the room itself could probably be broken with a few determined spin dashes or body slams from Shadow, but after the soldiers had left, a faintly visible force field powered up and lined the inside, something that Shadow could not defeat without help from an emerald. At the very top of the cylinder was clear window, where several lab-coated men and women plus some soldiers were watching the box. Shadow listened and waited. His ear twitched involuntarily, almost nervously, as a robotic arm penetrated through the force field and pointed itself at Shadow's box. He couldn't see any of this, but he could hear something robotic close by.

**PEEOW!** A bolt of energy shot out from the arm and vaporized the box and Shadow's restraints into thin air, almost giving him a heart attack in the meantime. Quickly coming to terms with what had just happened and thoroughly revved up, Shadow shot to his feet and seemed to teleport behind the arm (though it was really just his incredible velocity), out of its range. Before the probe could retreat behind the force field and into the wall, Shadow had severed a good third of it off and smashed it to pieces with multiple bouncing spin dashes. He then turned the cylinder into a tunnel of dark wind as he spun around and around along the walls, lifting the metal shards, silicone fragments, and bits of wiring into the air, scattering them everywhere, making them crash against the force field, and generally causing a sudden, terrifying mess. Shadow finally stopped and landed in the center, calmly, but with a deadly cold look on his face as he held a wrist up and rubbed it; those restraints had been rather tight.

'That actually felt good…' he thought of the mayhem as his wind died and the debris fell from the air into a neat circle around him. He then turned around, clenching and unclenching his fists, and gave a sideways glance up to the people peering down at him from high above. He despised humans… except for Maria of course…

Up at the window, the humans tried their best to keep their mouths from hanging open. None of them had ever seen the Ultimate Life or even any of his copies first hand before. Rouge, also present and not being very tall in comparison to the humans, climbed up onto the control panel (careful not to hit any buttons), and looked down into the deep chamber to see what they were gaping at.

Shadow's scowl increased tenfold as he caught sight of Rouge. Rouge simply looked passively down at him, wanting to be thoroughly convinced that he was the authentic.

Feeling a sharp pain just above his eyebrow, Shadow's left eye fluttered shut for a split second as a single drop of blood rolled off his head and onto the floor; his self-bashed in head was still bleeding slightly. Rouge was the only one able to see that small detail at such a distance and figured it out right away. Her heart leapt with joy – _he lived!_ …but she held back that knowledge and enthusiasm for the moment.

"Well… what do we do now? He just obliterated our eight hundred thousand-dollar probe…" asked one of the male techs nervously.

Before anyone could reply, Shadow hopped from wall to wall as a black and red blur, then stopped on a dime with what almost looked like an interrupted cartwheel in mid-air, and hovered in front of the window, making everyone jump back, save Rouge, in alarm. He looked directly at Rouge, who found her eyes darting from his white crest to his eyes intermediately, incapable of withstand the piercing intensity of his cold hard stare for long.

Not being able to hold a hover for much longer than a half-minute, Shadow rapped the back of his hand against the force field in front of the glass, making it ripple with each knock, pointed at Rouge, pointed at himself, then jabbed a thumb sharply at the door below. With a sudden boost from his shoes, he did an agile back flip and let himself fall to the distant floor below with a **sploot!** as his shoes hit the force field floor, making it ruffle out around him for a moment. Standing up from his landing, he crossed his arms and waited.

Rouge said to her supervisor, eyes not moving from the spot where Shadow had fallen to the floor below, "He wants to speak with me… in person…" then she added, "Alone…"

Her superior approved, but was pessimistic, "If you think you can talk something out of him, go right ahead. Do you want a wire?"

"Nah…" she climbed down from her perch.

"Suit yourself…" he turned to a tech, "Can you bend the force field in so that she will be separated from that… machine?" he was still persuaded that this was in fact, a robot of some sort.

"Yes sir." the woman tech replied promptly as she fiddled with the controls.

Shadow had to leap back suddenly as the force field wall seemed to bend away from the door and create a seamless dome around it. Moments later the door opened and Rouge the bat stepped through. Before she even had a chance to open her mouth he spoke.

"Is this any way to treat a former ally, one who, might I add, has saved your life numerous times?"

"Well… I can find two things wrong with that…"

Shadow cocked his head to one side, arms still crossed.

"_Former_ ally, and you only saved my life once." she huffed.

Shadow rolled his eyes and shook his head, smirking now, "So my fight with the Finalhazard went unnoticed did it? That saved _everyone_… I should have known the blue hedgehog would take credit for everything…"

"Wait just a minute mister!" she took on an angry air as she pulled the black silk from her pocket, "Get a load of this." and pulling its contents out, she tossed the ring towards the barrier, where it slid across the floor and bounced off it, spinning around for a moment before falling to the floor, each contact with the force field creating a small ripple. Shadow walked a little closer and peered down at it.

"Uh-huh! That's right! I have one, and Sonic does too. You and he created a force so powerful, that we figured these were all of you that survived. We kept them as a memory of you…"

Shadow kneeled down, staring intently at the highly polished surface of his gold band now sitting on the floor; it had been well taken care of. He pressed a hand up against the force field (which rippled at his touch).

"We were all, especially the blue hedgehog in question, very upset when we found you didn't make it back. We all thought our second heroic hedgehog was dead. I guess the force was just strong enough to pop those clear off you before you fell. …and since the fall didn't kill you either—"

Shadow shot a neutral look up to her, interrupting her sentence, then looked back down at the ring, "If you and Sonic each have one… What happened to the other two?"  
"You'll have to ask _him_… if you ever get out of here…"

"Do _they_ know yet… what I am?" he asked, giving a faint nod to the window above.

"No… they think you're one of the copies… _you do_ know about the copies, right?"

"Yes."

"Yeah… see, I released your backup—"

"_I know_…" he interrupted again in a slightly annoyed tone.

She continued anyway, "—and at first I thought it was you, but then I quickly realised that it couldn't be… it just didn't make sense… the way it looked, moved, acted… it wasn't the same… it was more… empty… mechanical…" she looked almost weary as she fidgeted with the black pouch, "At the base… I recognized _you_ almost immediately because of your missing rings… but… I didn't want to get my hopes up…"

"By the way… _what the hell kind of greeting was that?!_ …back at Eggman's base?" he growled suddenly.

Rouge tittered and turned away slightly, "What's the matter, pretty girls make you _nervous_?"

"Pretty?" he raised an eyebrow, expression neutral once more.

"What!_ I'm not good enough for ya?!_" she whipped back around, baring a sharp fang warningly, but her tone was almost teasing, "Or is that word to simple to be in your _vo-cab-u-lary_?"

Shadow stepped back from the barrier between them and narrowed his eyes a little as he gave her the once-over. Yeah… she was _physically_ attractive enough… for a bat… that wore too much makeup… "Humph…" was all he managed to say. He had no interest in such things at the present, anyway. There were things more important to him right now.

"Whatever… I'll bet that's not even close to what you're thinking…" she hummed teasingly as she pocketed the silk and walked up to the barrier, picking up the band in the process – she was half right. They both watched it as she tossed it from hand to hand, ran a finger suggestively (thought honestly Shadow hadn't a clue what she was getting at with this gesture) along the rim, and then slowly slipped it around her right wrist; it was a tad too big for her. She admired her glimmering wrist with a smirk. This along with her tone annoyed Shadow; that band was _his_. He kept his mouth shut, though; he didn't want to start a big, verbal row just yet, as he was hoping to talk her into helping him escape. He thought of a bribe. It was a weak one, but a bribe nonetheless.

"Rouge… would you like me to tell you what the Eggman is up to?"

Rouge dropped her arms suddenly, the band slipping from her wrist to her palm, as she was caught off guard, "Wha?" her ears flopped down momentarily, "Why would you tell me that?! We're _enemies_, remember?"

"…which you're supposed to keep close, according to you." he smirked mischievously.

"…and just what's in it for you?" she asked suspiciously.

He simply held out a gloved hand, indicating his surroundings.

"_Oh no_… I can't let you go…"

"…but then they'll find out what truly I am, and probably put me in the freezer until the end of eternity. Then you'll have to figure out everything yourself. …and well…" he hesitated…

"Actually…" she thought for a moment, interrupting his desperate thoughts, "We have bigger plans for you this time…" and she stopped there.

Shadow's smirk faded to a look of faint concern.

"Now we both have information we want from each other… how's a trade sound?" she grinned devilishly.

"Fine…" Shadow swore mentally at several things, and then started suddenly, "Eggman is not interested in anything but stopping Metal Sonic and my clones. I agreed to help him… because…"

"Go on…" Rouge went up to the barrier and placed both hands against it, leaning her weight on the mostly transparent wall, and Shadow's gold band still dangling from one wrist.

"…because I rather detest Metal Sonic and the fact that I have duplicates…" then he added quietly, slowly turning his back to her "…and Eggman has documents I require…"

"Oh! Well, GUN probably has the same documents somewhere. Why not join up with us?" she smiled, again taking a seductive approach, "We can work… _together_… to bring down both Eggman and Metal Sonic… then you can… have access to whatever you please." she slowly ran her finger along the inside of the ring again; hinting or implying some obscure thought that Shadow just didn't understand. Since he was separated from her siren-esque aura buy the physical barrier, he couldn't seem to catch her drift.

"You don't know me very well… do you?" Shadow sneered over his shoulder, eyes darkening in disgust at the thought of working for GUN.

"Well enough, I'd say." she flicked an ear, dropping her air as she saw her efforts falling on numbed senses, "Well enough to wonder why you went back to _Eggman's_ side in the first place. _Ugh_… even Sonic and his band of goodie goodies would have been better…" she flapped her wings, "…and how do I know you're not lying?" she asked suspiciously, but very carefully.

"You just said yourself I'm not a good liar. …and I'm being pretty generous in trusting you, don't you agree?" he countered. Shadow came up to the barrier, looked each of her white gloved hands over, then placed one hand against her's that was wearing the band – their hands only separated by the near invisible force field. Rouge was slightly taken aback and excited by this uncharacteristic gesture. Shadow clenched his hand, as if he had grabbed the gold band, and suddenly an unexpected memory was jogged and he had a brief flash of a vision…

"Wow… you look perfect, Shadow!" Maria's voice called out adoringly, "Are you all set?" she was wearing a beautiful powder blue, lacy ballroom dress. It was high in the front and low in the back, and seemed to make her float as she strolled up to him. The location was unrecognizable.

"Yes…" Shadow felt strange and silly dressed in human's clothes – a sparkling white tuxedo with powder blue bowtie. Even more uncomfortable were his slicked back quills – he felt he had completely lost any authority or intimidating impression he formerly held without their twisted, sharp look. He didn't even have his Air Shoes… just some plain, shiny black shoes. He felt he appeared weak… unimposing…

"They're all waiting for us, c'mon!" with a white-gloved hand she grabbed his and she caught a glimpse of his gold-banded hand, "When and where did you get these?" she gasped in awe.

"The Professor put them on me this afternoon… I don't know why…" he looked aside, still self-conscious with his attire.

"Well… I think they make you look very stately…" she ran her hand over the surface of the glimmering gold ring.

He flashed back to reality and let his closed fist slide from the barrier.

There was a long, uneasy pause as both translated completely different meanings from his gesture, the ring symbolizing two entirely different things for each – unlike Shadow, Rouge's thoughts were simply lewd.

Shadow went back to the original topic… why he was disgusted by GUN…

"GUN killed Maria." he said neutrally, voice almost in a whisper.

"There was an accident on board the ARK, and she died. There was no evidence that she was killed by our organization." Rouge defended, rather professionally.

"_Where you there?_" Shadow abruptly bristled, voice taking a very _very_ dangerous edge as he felt his spines twisting up and out.

Seeing she had hit a nerve, and kind of freaked out by his ever radiating spines, she decided not to argue with that, "Uh… no…" she said quietly.

"Then _shut it!_" he snapped.

That stung Rouge more than it appeared to; she lifted her nose in the air indignantly as he continued.

"GUN shot her down. _Murdered her. _…then covered it up by saying it was an accident. She was trying to protect the ARK… harbour me… resist against GUN's dominance, and so they killed h-her…" he struggled to keep his fury fuelled as he was interrupted by a lump in his throat. He swallowed hard, composing his dangerously smooth voice before continuing, "They tried to kill me as well, but Maria saved my life." then he added quietly, quills slowly relaxing back into place for a moment, "It was all supposed to be the other way around."

Rouge's ears drooped with anxiety, "…but your memories… there isn't even proof that they're real… that incident could have been injected into your mind, you know. I'm pretty sure I've told you this before."

"Then why does GUN seem to think that the ARK event happened?" the tone of his voice rose again, even angrier than before, "…and the Professor's diary… and the fact that I relive moments with her, especially that fateful day, every day, every night of my endless life as if it just happened… It's proof enough for me…" he raised a fist and jabbed it against the wall, knuckles first, "Even if Eggman doesn't have those files – and I believe him when he says he does – I can't just flip him off and take the chance that he doesn't…" he lowered his fist, "If I don't get those files from him," he looked at her very seriously, "My past will be unknown to me, lost to me, forever. …and I will have to live with that forever…"

Rouge thought it over as she warily eyed the sharp, now very rigid, spines framing his head in a shocking display of black and red. When she had been spying for GUN for the files on Project Shadow, all she managed to find was a jumbled mess of encrypted documents and information on the Biolizard – Shadow's prototype. She never did get all those encrypted documents figured out, and what she did decrypt was irrelevant on the subject of Shadow. There honestly wasn't much known about the Ultimate Life, never mind anything about his lost memories. GUN did know how to contain and control him however, as they knew enough about his strengths and weaknesses to do so.

While Rouge did support GUN for the fact that it was the only interesting occupation that would pay her in jewels, she did not want to see the true Shadow to his end.

"Well… you have your reasons I guess…" she sighed, stepping back from the force field with another flap of her wings, "…and I have mine…" She actually believed him based on what she had read in Gerald's diary and, to her, Shadow's disturbingly uncharacteristic, over-emotional displays, but didn't want to drop her guard so easily, "I won't let you out of here, no way… I'd be fired and imprisoned for that… but I will give you a fighting chance…" she winked, "I'll lead them down the wrong path until you can figure out your own way to escape."

"I'm listening…" his anger seemed to fade as his raised spines slowly fell back.

"I'll tell them you're a clone, and they may just put you in a lower security room. No force fields." She started for the door, adding, "…but no guarantees…"

Shadow crossed his arms again, "Rouge. Wait."

"Hum?" she stopped in mid-step.

"I gave you my side of the story, now what about yours? What are they planning on doing to the real Shadow when and if they capture him."

"Oh, sorry…." she turned around, "Yes… um… you're not going to like this…"

"That wouldn't be a surprise… Like it or not, let's hear it."

"They want to reprogram you… uh… wipe your memory again? They want to channel your power into GUN's forces. Take your free will… Brainwash you to work for them…"

Shadow _didn't_ like this; he'd be damned if he let them do it to him. He'd sooner submit to Rouge or take his own life – even if the latter meant breaking a vow to Maria – before working for the organization that killed his soul mate of sorts, and ultimately ruined his, even back then, fairly pitiful life. After all that thought, he asked, "How?"

"I don't know, not my department… but I'll find out and be sure come to visit you again." she gave him a sidelong mischievous look, "You sure you don't want to take sides with me, even just for a while? I could get you a lot more… _comfortable_ accommodations…" she raised the ring to her mouth and grasped it gently with her fangs.

Shadow gave her the cold shoulder, not at all moved, and still not quite catching her drift.

She lowered the ring, "Alright then… Good luck Shadow." she sighed disappointedly, and then left the room, taking his gold band with her. The force field bent back into its original shape when the door closed.

'Tough customer…' she thought.

'Crass woman…' he thought at precisely the same time.

Shadow walked over to a wall and abruptly sat against it, closing his eyes. If he wanted to make a daring escape, he would need to pick his moments very carefully, time his efforts flawlessly, and that would require a lot of energy. So he sat silently… biding his time, conserving his energy… and puzzling any who happened to look down in the cylinder to watch him, as he contemplated what GUN might try to do to him. How would he escape without an emerald?! GUN wasn't taking any chances so far… and unless Rouge was actually going to help him, he doubted GUN was going to slip up anytime soon. What if… what if… what if they actually took the few memories that he had left… what if he was forced to forget Maria completely?!

'Maria…' he thought, trying to get a clear picture of her beautiful eyes in his mind, willed to see her face before him like he had in the vision, 'Maria… I… please forgive me if I must take my own life… I know that it's not what you wanted, but… _if I were to forget you…_' he opened his eyes and looked up at the bright light at the very top of the cylinder. He thought of the sound of rain, but it only made him sadder. How he wanted to speak to her… just one more time… _one more time…_

Grass seemed to sprout all around him… a maple tree shot up behind him… the walls disappeared… he found himself looking at the sun in a blue sky…

"Shadow." a soft voice in front of him.

"Maria?!" Shadow jumped to his feet and stared ahead. It couldn't be! He thought he must be hallucinating… but he was awake, senses alert, he could feel the warm wind blow through his quills, smell the sweetness of summer air, and he could see the grass rippling all around… _her_…

He walked, almost in a trance, towards her. It was so real… he couldn't believe his eyes, yet couldn't deny what he saw and felt. She was sitting on her knees in the grass, a lacy powder blue dress flowing all around her, blue eyes shining, golden hair flowing in the wind, and a bright aura all around her. He dropped to his knees close in front of her, his own eyes wide with shock as he stared, riveted, into hers. She stared back, smiling sweetly, then reached out and stroked one side of his face. At her touch, as he felt the smoothness of her hand reach up and caress his head, he could feel a tingling in his eyes… they were tearing… he held the tears of joy back… it was so real… but it was impossible… he caught her familiar scent and swooned with joy. He as if he would melt; it was a dream come true.

'If this is what awaits me in death… if this _is_ death… then I welcome it with open arms…' he thought, not knowing what to feel anymore… just _to feel_ was good enough.

'Shadow you mustn't give up…' Maria's voice was in his head. She did not open her mouth, but the words came loud and clear into his mind as she withdrew her hand.

"Maria… what's happening?" he asked, blinking the tears back and not allowing them to fall.

'I have come to visit you… from the other side…' she explained. Shadow always liked her for this… she never ignored or dismissed his questions, always straightforward, 'Please do not take your own life, no matter how helpless you may feel…'

"…but Maria… if I forget… everything you've taught me… our time together… I may do terrible things for GUN… to this planet…"

She nodded understandingly, 'Shadow… I've been watching you… you're much stronger than you've been giving yourself credit for lately… your will is stronger than you may feel it is… it was you after all, who willed me here…'

Shadow's eyes widened further in surprise, tears no longer pooling in his eyes. Maria nodded slightly.

'If you want to hold on to the memories you have, the dreams you cherish… simply hold on tight, never let go, and no one and nothing can take them from you. Remember that…'

"Maria… why do you want me to live… why do you want me to… _suffer_ in this god-awful life?"

'Shadow…' she leaned forward, dress crinkling a bit, and took hold of an ear, massaging it gently, 'Please understand… I _don't_ want you to suffer! I would never wish that upon anyone… It's simply that _you haven't lived yet…_ you have not yet fulfilled your purpose… lived a full life…'

Shadow fell to his hands and knees, gaze hardened at the ground as he tried to cope with several overwhelming emotions at once, "_What is my puropose_!? What do I have left to do?! You, the Professor, the ARK all gone… the catastrophe stopped… what more?! What… more..? I don't want to live like this! _Maria I just want to die!_"

'_The catastrophe has just begun…_'

"Wha…?!"

'I am always watching you Shadow… _always_…'

He felt his head being stroked as he waited for an elaborated answer, but when he looked up to see Maria…

**BANG!** All he saw was a metal rod coming straight at his head, then blackness.


	10. Chapter 9

Author's note:  
If you're wondering why the UL is so easy to defeat lately, well… there actually _is_ a reason so just keep reading. …be paitient…  
This should be a fun, fly by the seat of your pants kind of chapter (at least, that's how it felt when I was writing it…), so make sure you're wearing pants when you read this one. ; ) It's is the longest chapter to date at about twenty-five pages. There's an inside/parody joke of sorts from Sonic X for this chapter; see if you can spot it. ; ) There will be a bit of switching back and forth between two characters (three guesses who…), for a little while. …and a lot of violence. Just to warn ya.

* * *

**Chapter 9**

"Uuug… umpg… what the—" Shadow slowly came to, head aching like someone had just bashed it in with a metal rod; that was probably due to the fact that he had _actually_ just had his head bashed in with a metal rod, 'What the hell…!?'

Shadow swore mentally several times as he found himself once again bound, _upside-down_, and unable to move his arms or legs.

'I'm not liking this trend…' he thought to himself groggily – the blood pooling in his head not helping his dazed state.

This time he was strapped with energy ropes to a tilted metal platform, almost Frankenstein or mental patient-style. He was almost vertical, and would have fallen on his head if the ropes were not holding him tightly to the platform. The room was pitch black except for a bright operating table-style light looming over him, making his eyes hurt quite a bit. He couldn't see anything of the room around him. Had Rouge betrayed him? Was this what GUN was going to do to him? Were they going to do the memory extraction? He panicked… had they already done it while he was out!? Then he quickly realised that he certainly wouldn't remember Maria or even be thinking against GUN if they had already brainwashed him…

He felt a slight, tingling itch on his head where his self-inflicted wound had completely healed over, but couldn't reach to scratch it. This along with the fact that he was still someone's prisoner, had recently been hit on the head with a metal rod, and was now upside-down, strapped to a table with a splitting headache, automatically put him in an exceptionally foul mood. Craning his neck as best he could he looked up at his feet.

He swore loud enough to make an echo in the dark room as he thought, '_Damn it! My shoes! They took my Air Shoes!_' to his shock and horror, all he saw were his black socked feet. She squirmed in his restraints, panic rising… those shoes were one of a kind, and without his shoes he would not be able to run as quickly – one, because there was no jets to propel him, two, because running at high speeds without shoes could leave you without feet.

Suddenly he jumped at the sound of a maniacal laugh. An empty, hollow, _mechanical_ laugh… looking back down, he almost jumped out of his quills as he found himself staring into creepy orange LED eyes. Shadow seethed, Shadow rippled, Shadow bristled.

"_How nice to see you again, dark one…_" it was none other Metal Sonic.

Meanwhile, Juli-Su was making quite a quick entrance into GUN's fortress…

After destroying all traces of the hover scooter by using its self-destruct mechanism, she had walked and glided silently for several miles to the actual base – this was to avoid being detected by their guard towers and radar, because of the large amounts of energy and bright light the scooter outputted. Gliding could still be noticed, but would be harder to detect. Her gliding was power assisted by the two jets on the heels of her boots, plus one miniature jet on the end of each mechanical dread – the reason for this being that she was understandably MUCH heavier than a non-cybernetic echidna. Though even then, when she was gliding she looked almost like she was dangling diagonally in the air, nose out front, toes nearly dragging on the ground behind her, and dreads fanned out in her wake – generally not very aerodynamic or graceful looking, but it was easier and faster than walking or running.

When she had finally reached her destination, she had infiltrated into GUN by wriggling through a tiny ventilation shaft she had found at the back of the base; the only unguarded and unwatched entrance. The cramped passageway was so tight that her shoulders barely fit, and at one point she even thought she wouldn't make it. However, after fifteen minutes of wriggling, she wormed her way into a larger passageway where she could use her arms, legs, and mechanical dreads to propel herself forward – being careful not to bend the thin metal with her weight as she went, which would cause it to snap back with a big, cover-blowing bang. After a ways in, she stopped to refer to the holographic map she was given, then glanced at the list of all the places they may have taken Shadow. There were four different prison and containment levels, one for each level of security – Juli didn't need three guesses to figure out which one contained the so-called Ultimate Life form; that would be level four; Maximum Security, or The Level of No Return.

While laying in one of the breezy, dark, metal shafts, she memorised what she could from the incomplete map, and several wrong turns later, fortunately found herself deep in the heart of the base. She carefully popped out of the shaft in a long, dark, oval shaped hallway, gluing herself to the wall to avoid detection from the many security cameras staggered along the ceiling. She looked at the map again; this area was mostly complete, but there was a big, gaping hole in the middle where Eggman's satellite vibes had apparently not been able to reach. Juli-Su figured there must be some kind of force field there… and since Shadow seemed to be such an important and powerful trophy in the scheme of things, she reasoned that it must be his prison. Juli moved slowly along the walls, only when cameras were looking the other way. As she went, she was careful to avoid the tricky invisible laser traps set up by GUN, only noticeable by their glowing red, adjacent terminals on each side of the walls – she was glad she had grabbed a smaller cloak than usual, as an excessively droopy one would have greatly hindered her in the dance she had to do to get by the laser maze. She was just beginning to think how all to easy this seemed, when…

**BRRREEP!BREEEEP!BREEEEEP! **Alarms sounded with deafening persistence. Juli-Su had let her leg drop too soon (she blamed her injuries on the error) and tripped a laser.

She swore as she tore down the hallway now, not having anything to loose, and whipping out her energy kris sword. It wasn't long before GUN beetle-bots were flying down the hallway from both directions to greet her.

**FWA-CHING! FWA-CHING!** Juli-Su leapt in the air and swung the sword twice; neatly slicing the first two beetles in half, which promptly caused them to explode in a dazzle of flame and sparks. The remainder of the swarm proceeded to shoot at her as she continued to run down the hallway.

"_Intruder detected in level four security prison. Defence has been mobilized._" chimed a male computer voice over the base's intercom.

It would hard to miss hitting the slowly reacting beetles, even with a fairly clumsy swipe from her sword, but Juli had no interest in taking them out now that they were continually firing hot blasts of energy at her heels. Instead she fired up her jets and boosted several times in a row down the corridor to put some distance between herself and her enemies. Wheels under her boots still rolling, moving her forward, she whipped out the small holographic mission projector as she went, cloak billowing and flying out all around her, and glowing blue sword lighting her way. She called up the map…

'Thank god… it should be around here…' she thought, nearly breathless as she approached the gaping blank hole on the map. She pocketed the device again and suddenly slid forward in another boost. She was now in a curving hallway, and quickly realised that it simply went in a circle; it went around the unknown, circular room in the map. Running now she soon reached the door, and as she approached it – hearing the beetles slowly gaining on her as they whirred, flying down the hall after her – she prayed her first guess to be lucky. The door was obviously locked, so she raised the sword with both hands and stuck it into the miniscule crack between the heavily reinforced door and the frame. A screeching so horrid that it would sour milk was heard as she pulled down with all her strength to cut the hinges and latches off the door. Too slow, the defence bots were on her again, and she had to jump back from the door before the first hinge was off as they opened fire. She dodged under the swarm, then boosted straight through them, sword held high as she cut through the air and brought down no less than five of them. Then a laser blast hit her left boot's jet, frying it and sending her skidding into a wall in alarm. Another blast grazed her right arm, making her cloak sizzle at the elbow for a moment. Getting annoyed, she sheathed the kris and pulled out her own laser blasters.

"Get down…" she said quietly as she brought the remaining six Beetle-bots crashing to the floor, guns blazing and lighting up her face under her cloak for fractions of an instant, "…and stay down."

As the debris of the downed drones smoked and sparked in heaps on the floor, Juli-Su's suddenly felt a headache coming on.

'Damned alarm… you'd think everyone would know there's an intruder by now!' she put away her guns and quickly massaged her forehead as she went back to the door. Whipping out her sword again, she took out the remaining latches and hinges. The door stayed where it was – she had expected it to fall either way. She pushed it slightly, to no response. Rearing back, she lifted a foot and kicked at the door repeatedly with a heavy metal boot.

**BAM! BAM! BAM! BAM! BAM! BAM!** It dented, but did not fall into the room as expected.

'Oh yeah, stupid!' she have herself a mental rear-whipping, 'Force field!'

This time she took the sword, wedged it into the crack of the door, moved to the side and began to pry. With a few heaves and a slight grunt from both Juli and the door, it fell outwards with a crash and a bang to the metallic floor. She peered into the cylindrical, force field protected room, sword still held at the ready.

She swore at what she saw…

Back at Metal Sonic's lair, Shadow was not having much fun either…

Metal Sonic waved a clawed hand in the air, somehow making Shadow's table level out so he was lying horizontally. He then jumped up on the edge of the table, standing at Shadow's side, looming over him – bright light making his head a dark silhouette.

"Damn you… damn you!" growled Shadow lowly, twisted scowl on his face.

**WHAM!** The metal rod hit him squarely on the head. He hadn't even seen the attack coming, which concerned him more than the pain.

Metal Sonic simply laughed, "_Have you noticed my new shoes yet?_" and pointed a claw downwards.

Shadow hadn't, he looked sharply down at Metal's feet, and almost exploded with rage at what he saw. Metal Sonic was wearing_ his_ hover shoes!

Metal Sonic laughed again, "_Quite nice they are… not like the clones' – theirs are nothing like the authentic…_" he added with a sneer, "_They, themselves are nothing like the authentic._"

"I could say the same of you…" said Shadow darkly, referring to the fact that Metal Sonic was simply a robotic clone of the real Sonic.

**WHAM!** Shadow squirmed in pain as he felt the swift blow of the metal rod hit his head again.

"_Shut up! That worthless blue hedgehog is overrated—_"

"You underestimate him." Shadow interrupted.

**WHAM!** Shadow felt that metal rod whack him on the head _again_, but for any of these blows he hadn't see Metal Sonic so much as twitch. Was he that fast, now!? The room spun a little as Shadow tired to focus his blurring vision on his foe.

"_Don't ever interrupt me!_" snapped Metal Sonic.

"Humph!" he huffed, giving a slightly weakened glare at him.

**WHAM!** The room heaved and lurched as Shadow felt a trickle of warm blood ooze down the side of his head. How was he hitting him so fast and so hard without him seeing?!

"_Here you will be punished for insolence. I'll advise you to learn to hold your tongue… since you don't seem to be connecting action to consequence very quickly…_"

Shadow started to open his mouth again, "…" but was stopped **WHAM!** with another profound hit from the steel rod. This time he had to stifle a cry as he clenched his teeth in agony.

"_You see?" _Metal Sonic laughed, _"I can't believe he is such a slow learner…_" he hopped down from the table, and then said quietly into Shadow's ear, "_We'll soon break you… never you fear…_"

As Shadow took shaky breaths through clenched teeth, he suddenly heard a voice behind him, a familiar, yet _different_ sounding voice. Like the voice you hear if you record your own, and play it back to yourself, "You see maestro? Just one of the many reasons _I _deserve the title The Ultimate Life Form…"

Shadow painfully craned his neck to look directly behind him, all he could see was blackness.

"What's the matter? Don't recognise me?" the male voice taunted, "How could I be modeled after something so… dense?"

Shadow suddenly felt his table turn around, then flip him up so he was in a standing position, facing this unknown entity. One eye twitching in pain involuntarily, the other winced shut because of the bright operating-table-style light above him, Shadow struggled out, "It's _my_ voice… you're a… clone…"

"Huh!" the voice almost laughed, "You're close…" the presence stepped into the light.

The real Shadow stared at the fake Shadow. Had the real Shadow's head not been so bloodied, the two would have been indistinguishable in this light – had they been standing side by side in broad daylight, on close inspection one would notice that this fake Shadow had obviously artificial, although realistic looking fur. The eyes of the copy also lacked a lot of the sharp, captivating edge that the real Shadow's held.

"_This is your backup. Just like you, except for the fact that he lacks the organic element…_" explained Metal Sonic, smirking alongside Shadow's duplicate now, "_Also my right-hand mecha._"

The backup crossed his arms, gold rings reflecting in the dim light. In one hand he was clutching that metal rod. Both enemies soon noticed Shadow eyeing the rod.

"_Crude, but highly effective weapon, don't you agree?_" Metal Sonic said as the backup grinned evilly.

Shadow said nothing as he winced both eyes shut.

"_I think it's time we went back to work, hum?_" Metal Sonic looked to the copy, which nodded slowly, "_Get back to that GUN base and find those emeralds and the data they were so interested in…it was about some mecha that Eggman has acquired, and it may be of some use to us_."

The backup Shadow nodded again and quickly left the room, tossing the metal rod away as he went. It fell to the floor with a loud clatter that didn't help the soreness of Shadow's head one bit. Metal Sonic then rounded on Shadow, hovering a foot off the floor with Shadow's Air Shoes. Blood was now dripping down one side of Shadow's face and onto his white crest of chest fur.

"_Back to business…_" he sneered, "_I should thank Eggman, you know… I was simply going to erase all your memory… but no – I realised – that's would make you no better than your backup… your passion for fighting would be eliminated…_" he paused, "_In a few moments you'll feel nothing but a slight tingling – if you relax and submit your mind to me. Resist…_" he twirled a claw in the air, making Shadow's table flip back to its horizontal position with a jolt, "_…close your mind to me, and it should be quite excruciating…_" he snickered as he drew away, into the shrouds of darkness all around.

Silence… cold, deadly silence… then…  
"_Kyu_" Shadow clenched his teeth to stifle another cry as a strange sensation waved through his body. It was like descending in an elevator much too rapidly – but he only felt it in his head – like the gravity forces were suddenly trying to suck his brain out though his ears. …and the sensation continued as moments of his memorable life began to flash rapidly, incomprehensibly fast, before his eyes.

Shadow could not see, but Metal Sonic was standing on a platform in the dark, eyes open and hooked up to a strange, spherical machine. He stared straight ahead, seemingly mesmerised, though really he was taking a good, though brief, look at all Shadow's memories. Being completely a machine and computer, he was able to acknowledge each split-second image as it was fed into his computerized mind. Hands held out, palms down over two dimly glowing orbs, he would roll them this way and that, almost like he was turning a rewind knob on a video player. Most of this abstract, memory extractor machine was situated directly above the blinding light Shadow was being bathed in.

Shadow felt as if his breath was being sucked out of him, and he struggled to stop this intrusion into his mind. …but he was being so overwhelmed with random images, that he didn't know how. Metal Sonic was easily flipping through Shadow's mind like pages in a book.

The images eventually slowed to a more comprehensible speed… though it was still too fast to grab onto anything… and there were… there were flashes of things he could vaguely remember… stuff he could barely remember happening… but they were there…

"_What's this?!_" his adversary cried out.

Shadow and Metal Sonic both had their eyes wide open, but could only see a dim replay of a moment in Shadow's past from his point of view, as Metal Sonic stopped flipping and focused on a single memory…

Before him, Shadow could see… Maria! There she was, smiling at him as they stood together in the dark abandoned lab. He looked back to the stars as she spoke…

"…it's interesting because we never see the same position of stars like the people down on Earth do. The ARK is moving, so every time we look out we find new constellations… new pictures… it's always different." she explained.

Both Shadow and Metal Sonic could suddenly feel her hand on their heads. Metal Sonic could only feel the weight of her hand, but Shadow could feel that and her fingers as they ran through the short but soft fur on his head. If it wasn't for his aching, ever bashed-in head, he may have been completely consumed by the pleasant memory.

Shadow continued to see the stars and feel her hand as Metal Sonic broke the soothing ambiance…

"_Well… isn't that sweet…_" he mocked bitterly, _"…not something I want my ruthless servant remembering…_"

Shadow felt a slight tingling in his temple as the image of stars faded and dissolved. Suddenly he couldn't remember what had just happened… what the memory he had just been reliving was. Shadow was gripped by panic. He clenched his fists as Metal Sonic again raped his mind for another memory. Shadow struggled to think of what the newly forgotten memory was, but each time he would draw a blank, hit a wall… it was gone without a trace.

Images were again flashing by, but still at a slower pace… he saw his own shoes as he ran down a hallway of ARK, evading the Professor as he tried to capture him for testing. He saw a pretty holographic fish in an artificial pond in a Green Room of ARK… Shadow felt a tingling again, and the fish memory was gone, leaving him with his mind racing, panicking, wondering what memory had just been erased. The memories flashing again, he saw a keypad of numbers as his fingers danced over its surface as he tried to crack the code. He saw a hideous holographic monster reach for his throat with a clawed hand. He saw his own blood pooling with holographic blood of foes on the floor of the training room. He saw… Maria in her powder blue ballroom dress beckoning for him to join her amongst the crowd of humans on a beautiful marble floor.

Metal Sonic stopped there. Shadow now knew what he was doing; he was trying to get rid of any and all Shadow's more pleasant memories. He had already felt him erase two — were they important? Shadow didn't know, but it didn't matter – he didn't want to forget his time with Maria, they were all he had left of her. He remembered what the angelic Maria had said to him… to hold on and never let go. He didn't know exactly what that meant, but having no time to think of it, he tried what came to mind first. Gritting his teeth tighter than ever and clenching his fists, he dug in and focused on that memory Metal Sonic was prying at. Shadow shut out the deafening silence of the room, the aching of his head, and the nauseating, disoriented pull of gravity on his head… he willed to relive it as if he had gone back in time.

'Focus…' he ordered himself, 'Focus! Focus! _Focus!_' he tried to think of the memory as he would a location when he used the Chaos Control… he thought of the sounds; clinking of glasses and utensils at the banquet tables, the soft orchestral music in the background, the ruffling of the females' fancy, frilly eveningwear, the hundreds of humans chattering as they socialised in the large ballroom, _Maria's voice_. He thought of the high domed ceiling that showed the stars outside, the long, tall windows that showed a quarter of a darkened, nocturnal Earth, the people milling about… the sight of _her_… he could feel the restriction of that annoying white tuxedo he had been forced to wear, how his tail was stuck down one pant leg, how the quills on his back were wrapped tightly to his body, uncomfortably corset-style so he could actually it into human's clothes, and how it felt strange to have the new, heavy gold rings that Gerald had recently fused to his wrists.

All at once, it was like being there again.

"C'mon silly…" Maria cheerfully called up Shadow, who was standing uneasily behind a tall white pillar at the top of the steps, which led down to the ballroom floor. He wore a vaguely disgruntled look on his face.

This was ARK many years ago. If Shadow actually kept track of his age (not that he physically aged, anyway), he would have been able to say he was around twenty-three human years in this memory. At this moment in time, ARK was holding a banquet for the celebration of something Shadow couldn't quite remember, because he never cared to cite such inane details of human pride – stuff like that didn't matter to him. The people who worked and lived on ARK were all in this ballroom, mingling with their friends and families from Earth for a few short hours. For many of the staff, this was the first time they had seen their friends and family for many years.

Gerald wanted Shadow to be sealed in the big Green Room for this event, but Maria insisted that he attend, so that he could be socialized and so that more people would come to accept him as a non-threatening, decent-minded creature – only the latter was mostly true, however, and Gerald was not the only one of the scientists working on Project Shadow who was on edge because of her wishes. Maria had also reasoned that Shadow would become depressed if she was on ARK and not spending time with him – this was true, but may not have been if Shadow knew he'd have to be _dressed_ for the occasion. Overall it was a risky situation against Gerald's better judgement, as Shadow could be a ticking time bomb of rage and violence at the most unpredictable of times…

Metal Sonic would have deleted the memory by now had he not been thoroughly amused by the sight of a humiliated Shadow in human clothing. Little did he know, waiting this long would be a mistake; he was giving Shadow a head start.

The reason Gerald had allowed this social event to take place on ARK in the first place, was on the notion that it would make his operations look friendly – and that was important for the sake of GUN's recent suspicions about ARK's true purpose – not only that, but events like these were incredible morale boosters, as 99 of the people on ARK had no contact whatsoever with their loved ones while working – again for the sake of GUN's suspicions – and the last thing Gerald needed was news of the Eclipse Cannon or the his plans for Ultimate Life leaking out; though being too secretive would likely tip off GUN as well. It was a delicate balance… much like the mental state of the Ultimate Life – and this worried Gerald.

Back on the blue with silver trimmings-carpeted stairs…

"I don't want to…" Shadow grumbled, even though Maria probably couldn't hear him from where she was.

Maria picked up her dress so she wouldn't trip on the front, and jogged up the steps, fabric crinkling as she went. Shadow leaned against the pillar as she came to confront him.

"You are one stubborn hedgehog." she almost laughed, "Do I have to take you by the ear and pull you down there?"

"I'd like to see you even touch my ear…" he grinned mischievously in playful challenge, but his demeanour quickly turned back to its regular detached expression as he said, "I feel degraded standing here in this asinine human's clothing…" then he realized that his remark may have insulted Maria and quickly added, "Not that humans look bad in clothing…" then he conceived that may have implied a rather embarrassing untruth and added quietly, his face flushing, "…slight me, please… I'm not sound tonight…"

Maria held a hand to her mouth in a subtle giggle, "I understand what you mean, Shadow… don't worry…" then her sweet smile slowly faded to a more serious look, "Shadow, I know how much you hate this, but… we really want… _I really want_ you to make a good impression on those people down there." she smiled as she leaned forward and straightened his miniature bowtie for a moment, "A lot of them are from Earth… the people you will probably be protecting some day. This is a good opportunity to show them you're not something to be feared. I want people to feel safe in your presence, not threatened."

Shadow didn't particularly want an image like that – With his fairly dominant personality, he quite liked the fact that he was feared by most people he met, that he could make them shake in their boots with a simple glance. …but Maria's wish was for him to make the Earth a better place – how could he do that when Gerald kept convincing him that this purpose was destruction?

"Please Shadow… it will be fun." she smiled and held out a dainty, gloved hand, "Do it… for me?"

Shadow looked down at her hand, conflicted. There was a long pause, and the background music suddenly picked up in a cheery, happy melody as he thought. Shadow then decided, and made eye contact with her again, "If it will make you happy… Maria…" and he took her hand.

The vision suddenly jolted and blurred as Metal Sonic stopped the memory, preparing to eliminate it, "_Didn't know you had it in you, Ultimate Life…_" he snickered, "_…didn't know you were so… soft…_"

…but Shadow wasn't listening, he was focusing hard on this memory. It soon started up gain, and suddenly flickered to a scene some time later that night, catching Metal Sonic off guard has he was suddenly, unwillingly dragged along, seeing the same as Shadow.

People were eating and dancing, while Shadow simply stood under a potted, decorative palm tree, observing the nearby humans. He was irked and yet relieved at the same time by the fact that he had been largely ignored by these humans – and that was probably because any who looked his way shortly regretted it if they caught his eye.

Meanwhile in reality, Shadow felt a stream of electric pain rip up one side of his head, but he refused to accept it. Metal Sonic was trying to force Shadow's concentration from the memory, trying to make him let go.

'_Focus_…' he ordered himself and went back to his thoughts, ignoring the increasing amount of pain; pushing it deep within himself as he forced the memory on. Instead of fighting Metal Sonic physically, he would beat him with his mind – show him that it he was trespassing on sacred ground.

"Shadow, aren't you hungry?" Maria was suddenly at his side again.

"No…" he replied, tone heavy and low.

"I know you don't _have_ to eat, but it might make you feel better if you try…"

He glanced at the tables of people munching away at heaps of food and raised an eyebrow, "I don't even know _how_ to eat what they're eating…" at this point in his life, he could only remember consuming two things… a pill a lab tech had unremittingly forced down his throat, and a strange hybrid fruit that had fallen off one of the trees in Maria's private dome. He did not know why he didn't have to eat or sleep – the normal ways of replenishing energy – and the Professor's only explanation was that it was in his blood, so Shadow took it for granted.

"I'd look silly sitting with them anyway…" he added miserably, curling his lip slightly as he eyed the throng of laughing and chattering humans. He didn't belong here… he wasn't like them.

Maria felt a little saddened at his negativity, but quickly cast it aside for a better idea. She slipped her arm through his elbow and started dragging him to the open ballroom floor, where various people were waltzing. She stopped there.

"Oh… for a moment there I thought you were taking me out of this place. …but… you can't be serious?" he gave her a cold look (though really he was straining to keep a straight face), "Are you mad?" he have her a second, deeper look (still straining to keep an amused grin from wiping across his face), "I'm a foot shorter than you…"

Shadow suddenly wavered back to reality for a split second as the electric pain started to get to him.

"I will _never_ let go…" he muttered in intense concentration, and furrowing his brow, he forced it aside once more, but the vision was now wavy… incomplete and choppy… as he saw himself hover about a foot into the air and take Maria in his arms.

"_It's useless to resist!_" yelled Metal Sonic as he tried to force Shadow into mental submission, "_Your efforts will be wasted!_"

It was like when he was trapped in warp a while ago… it was like breaking the sound barrier… it was like being locked in that terrifying training room… there was a barrier in front of him, a force that was trying to keep him down… a force that needed to be broken.

"_No!_" Shadow insisted with a defining yell, as he forced his mind back to the ballroom…

People stared as the Professor's granddaughter waltzed around the room, powder blue dress fanning out with each turn, with Shadow… both of them hovering a foot off the ground as Shadow somehow managed to support them both with his Air Shoes. Meanwhile, between the choppy, ghost-like fragments of the memory he was trying to preserve, Shadow called out to Metal Sonic…

"_I am The Ultimate Life Form_—"

Maria, hugging Shadow tight so she wouldn't fall out of the air, put her head on his shoulder and whispered, "_Thank you for this night, Shadow._"

_" –Shadow the Supersonic Hedgehog—"_

The dance now over, Shadow slowly lowered them both to the ground. Still holding one of her hands, did a slight bow to her. When his head came up, he was smirking – but it wasn't his usual evil smirk. For once his eyes reflected a sense of peace and true happiness… The small crowd who had been watching this small event applauded, and as the crowd cleared and went back to milling around, Shadow moved to leave the ballroom.

"Shadow…" Maria stopped him.

He turned and walked back to her, looking up to meet her eyes. She carefully kneeled down, dress bunching up around her – now she had to look up slightly to meet his eyes.

_"—and shall not be defeated by a mere machine!"_

"I know this night was really hard for you… and… I don't know how to thank you for it." her eyes shimmered.

Shadow shook his head, still smirking, and said quietly, "I am happy that I have made you happy…"

Maria smiled broadly, then leaned foreword and gave him a long kiss on the cheek.

Shadow was paralyzed. His eyes went wide, pupils constricting to pinpricks, his ears shot back, his face flush furiously, and he felt quite hot under the collar. The fluttery feeling in his heart was new to him… he had never felt such… joy…

…and as she drew away and laughed out loud at the priceless look on his face – utter shock and abashment – he felt for the first time, very much _alive_.

_"I am MORE than a machine!_"

The pain scorched across his brain… raking it… ripping at it… but he sucked it all up, converting pain to hatred towards Metal Sonic and storing it away for when he was liberated from his restraints. He repeated in his mind, '_Dancing with Maria… Dancing with Maria… Dancing with Maria…_' blatantly refusing to let go, to submit, to forget one of the only happy memories he had left.

The next few moments were ones Shadow could not remember clearly… it was a mixture of Maria's voice, the now warped sounding orchestral music, the buzz of electricity, and Metal Sonic cursing a blue streak as the strange machine he was using started to backfire. By thoroughly occupying his mind with his memory, Shadow was forcing the electric shocks to his brain back on Metal Sonic, who was quickly loosing patience. Metal Sonic had a certain affinity for electricity however, so it was Shadow's obstinacy that bothered him, not the shocks.

"_Enough!_" screeched Metal Sonic, sending strong bolts of electricity surging into his memory extractor machine, frying its circuits. All at once the stabbing, electric pain faded, the feeling of reversed gravity subsided…

Shadow finally stopped his efforts, relaxed, and opened his eyes one by one. The room was dark and quiet again except for the strong light over his head. Knowing that this still moment probably wouldn't last, he took the opportunity to smirk in triumph… he had beaten the machine. His head was still quite sore, but the bleeding had stopped. His mind felt hazy, clouded, as if he had been disturbed from a dream…

Before he could think about it any further, a navy blue blur snapped Shadow into defense mode (not that there was much he could do while strapped to the table), there was a screeching like metal being crushed and shredded, a crash, and he suddenly felt the heavy impact of being thrown against a concrete wall. Metal Sonic had ripped Shadow from the restraints and was now holding him by the neck against the wall, suspended in the air with the stolen hover shoes. Shadow still managed to smirk as he felt the blood circulation to his head being cut off. Metal's alarming orange eyes burrowed into Shadow's, but they failed to strike any fear into him this time. Metal Sonic was just a machine, "…and no machine was better than the Ultimate Life." he thought.

"_Think this is amusing, Ultimate Life?_" scorned Metal as he tightened his grip, making Shadow gag and squirm slightly, he was about to speak again but…

Shadow suddenly coiled his legs and kicked both socked feet out as hard as he could, slamming Metal Sonic in the knees, hard. Unfortunately for Metal, he was hovering in the air, and this sudden, unexpected force threw him off-balance. His grip on Shadow slipped as Metal struggled to keep upright, inexperienced with using the hover shoes. Shadow's shoes had various jets on the bottom, plus one on the toe and heel, and not knowing exactly how to position your feet and synchronize their movement could result in falling over, going the wrong way, or having each leg go in a different direction. Shadow dropped to the floor, then coughed and shuddered a few interrupted breaths before quickly standing. Metal Sonic soon rebalanced himself and shot towards Shadow like a mad wildfire, but Shadow was now free and ready for him. Ignoring the pain in his head, Shadow dashed towards Metal Sonic, pulling his clenched fist back, ready to make scrap metal of this machine. As the two combatants reached each other in milliseconds, the air that they forced out from between them turned all the machinery in the room upside-down.

Shadow's hit missed as Metal moved his head to one side and brought his open palm sharply up into Shadow's gut. Shadow grunted as fell back to the ground, then instantly gathered his feet under him and sprung back at Metal Sonic -- though that was almost useless, as Metal was already inches away by the time he had pushed of the ground. Lightening fast reflexes taking over, Shadow curled into a ball and went right through Metal Sonic, who fazed into a cloud of particles, and quickly reassembled to land a fist between Shadow's shoulder blades before he could turn to block. Shadow slammed into the pile of twisted metal in the middle of the room (formerly his restraints), slicing a cut across his middle and left leg, and then scrambled to push away. Without his shoes, he found it was hard to find a foothold, as he couldn't use the air to push off if needed anymore. He managed to flip over to the other side just as Metal drove his claws easily through a thick segment of the former table. Shadow did a handspring backwards as Metal boosted forward, and with a mighty heave, swiped at him with his razor-sharp claws. The assault missed, and Shadow prepared to dash forward again.

**WHAM!** It was that insipid metal rod again. This time it came down with enough force on the back of Shadow's head to make him immediately slink to the ground. Not unconscious, but very dazed, Shadow lay with one side of his head resting against the floor, trying to say something but no words coming to his mouth. He felt a warm stream of blood slowly flow down his back and surround him, as he watched the dark room spin in vertigo, and Metal Sonic's stolen shoes hover over to him.

"_Well, at least you clones are good for something…"_ he laughed, hollow voice warped in Shadow's ears, _"…but I must express that I do not appreciate being interrupted when I am winning_."

"I apologize, vanquisher." Shadow heard his own voice sneering again as he saw a second pair of oddly shiny Air Shoes step beside Metal Sonic. He could just see the end of the metal rod as well.

"_I do commend you on that implausible hit, however…_"

The clone nodded and started, "I came to report that—"

But Shadow didn't hear the rest, as his ears abruptly started to ring and he was unable to focus neither his hearing nor his eyes. The robotic clone soon left, and Shadow suddenly felt himself being hoisted into the air by his quills – as if the pain in his head wasn't enough to please Metal Sonic. He felt the impact of being trusted into the wall again, feeling something crack, and hoped it was the wall. Shadow hung limply, pined to the wall, Metal Sonic holding him against it by the shoulders. Not having the energy to even cry out as the ringing in his ears subsided a bit.

"_Now, where were we?_" he grinned a steely, sharp-toothed grin, which was terrifying enough, never mind those creepy eyes, "_By that little display with the machine…_" (Shadow's head rolled to one side as he struggled to stay conscious amid the loss of blood) "_…I assume you'd rather I pummel_ _you into amnesia? Hum?_" he slammed Shadow against the wall again, making his blood splatter onto the wall as his head hit it.

The next few seconds were a blur as Metal Sonic threw the half-conscious Shadow to the wall on the opposite side of the room. As he bounced off it and before he could hit the ground, Metal flashed over and kicked him up to the ceiling, then as Shadow fell from that impact, drove a clawed fist into Shadow's temple. When Shadow hit the ground this time, he had thankfully been knocked senseless, as Metal Sonic then picked up the metal rod, and proceeded to turn Shadow into a bloody heap with swipes from his claws, and blows from the rod.

Some time later, Shadow regained consciousness just in time and just long enough to feel his bloody, shredded, tenderized body be thrown into a prison cell. He left a long smear of blood as he tumbled and slid against the cold metal floor.

"_Let him be until he recovers…_" he heard Metal Sonic order before he fell unconscious again, "_…he'll live to see more suffering…_"

Juli-Su swore at what she saw…

"Damn it! Not here." she ripped the sword across the force field of the empty room, making it shimmer and spark.

The alarm was still sounding, meaning they knew the intruder still hadn't been subdued, and would probably lock the place down soon if they couldn't get her – she'd have to find Shadow and / or get out before they decided to do that, or else it was going to be one hell of a night… not that it wasn't already…

"What do you mean? Not here?" she heard a low voice behind her.

Juli whipped around, sword pointing at… Shadow!

"Crap! Don't scare me like that…" she lowered her sword and spoke very quickly and sharply over her shoulder, boosting on one foot down the hallway, "C'mon! We've got to get that data and get out before they initiate a lockdown!"

The backup Shadow raised an eyebrow and started to skate after her, "We? …and just who are you?" he asked with absolutely no interest in his voice at all. All he could see of her was a black cloak, two white gloves, and the lower halves of two metal boots.

"The Legion has sent me to assure your escape and the destruction of the Mechidna's data." She sheathed her sword and boosted again to keep up with the fake Shadow, who was quickly drawing ahead of her.

"While I can _assure_ _you_ that my escape is guaranteed… _without your help…_" and he dashed down the hallway without a second glance at her.

Juli-Su took the power ring from her shoulder, held it in one hand, and boosted again, soon finding herself flanking him once more, "Really… well I sure hope you know your way around… you're miles underground in this base…"

"Humph! You underestimate me…" he said simply as he increased his speed, skating quite quickly as one after the other rounded a corner to another long hallway.

Juli-Su tapped into the ring's power and managed to keep up with him, for now.

"For instance…" she pulled out her map in her free hand and powered it up as they ran, "…this next turn you should take a right if you want to find the only lift out of this level." she pocketed the map again.

The backup Shadow glared at her and slowed down a bit, matching her stride as they hung a right. This hallway ended in a double sliding doorway, which was closed. GUN beetles suddenly rushed out from compartments in the wall. The fake Shadow checked Juli into the wall ("HEY!" she cried) stopping her from proceeding, grabbed the power ring from her ("WHAT THE F—" she whipped to her feet and started after him) and did a light dash through the staggered line of advancing enemies. He then spun straight through the doors, and tried to order the lift to go up. Juli soon joined him and grabbed at the ring. Not having any use for it now, the faker simply let her have it.

"What the hell was that!?" she demanded, indignant, "I can—"

"The lift's not working…" he said simply, interrupting her.

"Well, duh! They wouldn't want their cons escaping that easily, now would they!?" she yelled, still quite angry, as she went over to the power box on the wall and ripped it open.

The faker glared at her again. Juli ripped some wires open with sharp teeth and quickly jammed the power ring against the exposed metal inside. The lift came to life and shot up quick enough to make the faker stumble for a moment to regain his balance. The lift no longer having a front door, Juli counted the floors as the whipped by. She pulled the ring away before they reached the next level, making it stop with another stumbling jolt between two floors. Juli hopped up and slid through the narrow space on the top, the more brightly lit level, and slipped the ring around her shoulder again. Faker Shadow soon followed with a flashy roll and sprinted to catch up to her. This was a laboratory level, and was brightly lit, not to mention deserted.

"This level should have what we're looking for…" she stated quietly.

"The emeralds?"

"Emeralds?!" she managed to breathe a laugh, "Go ahead, find the emeralds if you think you—"

The faker was off like a shot and soon rounded a corner, so he was out of sight.

"—can…" she swore under her breath and suddenly stopped to dodge behind an open door. A laser turret that had suddenly descended made quick work of the door, and she had to roll inside the room, out of the turret's range.

"_Hostile intruder spotted in lab sector B. Prisoner has escaped to lab sector H. Get them!_" shouted a male voice over the intercom.

Juli swore as she stood up and quickly glanced around the room she was in. There was a computer console, which was all she needed. Quickly seating herself at it, she fired up the computer. The small screen lit up with a prompt…

"Pass… _ward_?" she crinkled her muzzle at the surprising spelling error, then shook her head in disbelief, "Man… these guys…" as she went to work, trying to crack the code before they found her.

Meanwhile, the faker was busy trying to lower a force field box that protected GUN's two emeralds; the violet and the aqua. Having a purely mechanical mind, he was quickly able to convince the computer to lower the field, fingers flying with incredible velocity over the keypad as he tried every combination of numbers he could.

When the field dropped, he dashed over and grabbed the two glowing gems, feeling their smooth surfaces in his hands. He didn't have much time to admire them, however, as…

"_There he is!_" yelled a male voice, "_Get the prisoner!_"

The backup Shadow's ears shot to where the sound came from, and he ducked behind the computer console just as lasers cut through the air where he had been standing seconds before.

"_Chaos Control!_" he ordered the gems, and was gone in a flash of brilliant light.

Juli-Su on the other hand, wasn't having the same luck. She couldn't seem to crack the code. Sweating bullets under her hood, she flipped the fairly heavy hood off with a shake of her head as she kept typing. Simultaneously the faker appeared behind Juli as GUN soldiers rounded the corner and ran down the hallway towards the room the two fugitives were in.

The backup Shadow looked at her cyberneticly enhanced spines for a split-second, acknowledging that she was an echidna for the first time, then commanded, "Move!" as he thrust the emeralds into her hands and swiftly took her place at the computer, "Get the soldiers! Let me handle this!"

Not having time to argue or make a snide remark, she shoved the emeralds into cloak pockets, exchanging them for the laser blasters strapped to her thighs, and boosted, balancing carefully on one foot, into the hallway while shooting continuously in the direction of the approaching enemies.

As the faker typed madly into the computer, hacking his way around the Passward, and into the needed files, he saw Juli out of the corner of his eye take a hit to the shoulder. She dove to the left wall, slamming into it with her good shoulder as she mowed down the remainder of the GUN soldiers. A new threat emerging, she then kicked down the door to the room opposite the computer lab and leapt inside it, for multiple laser turrets were now firing at her. She would occasionally poke her arm out to fire at them, but from the blind angle she was at, she ran out of ammo before landing a single hit. She dexterously re-loaded her guns, and then after hesitating for a moment, she sprinted across the hall and back into the faker's room; turret firing at her heels.

"_C'mon… c'mon… c'mon…_" she urged under her breath while neurotically glancing behind her every few seconds.

"Got it…" he suddenly stood up, a miniature CD in hand.

"What? Hey… you only needed to delete it…" confused, she put her laser blasters away and pulled out the gems instead.

The backup simply shrugged, "Either way, they don't have a trace of this data anymore. They hadn't even imputed it into GUN's network yet."

"Great." she said neutrally as she handed him an emerald, "Now lets get out of here."

"What makes you think you're coming with me?" he smirked wickedly, almost laughing at the idea.

"Oh! Well…" she raised her arms in exasperation, wound up, and obviously panic-stricken as she forcibly sat on another computer console behind her, "Let's look at the facts, shall we?" (The faker tilted his head slightly) "One! I led you to the emeralds, and the data. Two! I covered your sorry ass while you hacked away. Three—"

"_Chaos Control!_" fed up with her whining, and hearing more GUN soldiers approaching, the faker warped, taking Juli-Su with him in a flash of light. As she was in close proximity _and_ holding the other emerald, he didn't have much choice anyway.

A few seconds later…

"Where are…" Juli suddenly dropped her argumentative tone. She had not even noticed that they had warped, having reached their destination almost instantaneously. Where they had warped was not very far away, which wasn't right at all, but knowing nothing of warping, Juli didn't notice this.

They were in a dark, warehouse-like room, and for a moment she thought she was back in the armoury at Eggman's base. …but it had a different feeling…

The faker snatched the second emerald from her hands before she could react and walked away, calling out in a smooth, low voice, while grinning insidiously, "I'm home… and I've brought someone to play with…"

She heard movement all around her. Suddenly realising she must be on enemy turf – and that this whole thing was a trick – she whipped out her glowing blue kris sword, and held it defensively, eyes darting this way and that.

"You're one of those clones, _aren't you?_" she readied herself as the movement grew louder, "_Aren't you!?_"

"No, actually…" came the faker's voice from out of sight, "_They_ are…"

A black blur rushed towards her, reaching for her throat, but she managed to leap out of the way, a white gloved hand millimetres from her face as the fist clone Shadow passed. Another flash of black and red to her right; she whipped around, wielding the sword, and without a second thought sliced the robotic clone in two. It sparked and fell to the ground as another quickly leaped forward and took its place. Eyes now fully adjusted to the dark, Juli-Su felt a wave of panic and adrenaline course through her veins as she caught sight of hundreds of the mechanical clone Shadows, circling her, swarming down from the multiple catwalks, all of them staring intently at their newfound prey. It was eerie, as they all looked alive, and not at all like robots… though under the false image of Shadow they portrayed, under the skin, they were purely machine. These clones only had about half the skill, speed, power, and intelligence that the real Shadow exercised, but the backup Shadow had about three quarters – though this was knowledge few knew. Juli-Su had been told the clones were weaker, and she could tell by the ease that she had downed one with one slice of her sword. She was not looking forward to this battle, not yet having fully recovered from her last with the bat.

There was a sudden stillness… Juli tensed… she glanced up while keeping the dark enemies in her peripheral vision… there was a chain above her that she could probably reach with help from an upward boost, but she was nervous about the speed of her attackers. Just how fast were they? Boldly, she coiled her legs and sprung straight up, hundreds of Shadows springing up after her. The small jets on the ends of her mechanical dreads and the one working jet on the heel of her boot pushed her up in the air, corkscrew fashion as she swung her sword out in the spin with her. Three more clones were sliced in half as they attempted to grab the ring of blue energy she created with her mid-air twirl. She suddenly stopped spinning when she hit the chain, and sheathed her sword. Several more clones lifted off the ground with their fake hover shoes as she nimbly but sorely scrambled up the chain as fast as she could (which wasn't very fast), mechanical dreads helping her climb. A clone suddenly appeared on the chain above her, smirking down at her. She leapt from the chain with robe billowing out in her wake, and glided to a vacant catwalk for a heavy landing. Getting to her feet she whipped her guns out, and just in time as a swarm of clones leapt up in front and behind her on the catwalk. She picked them off, one by one with virulently accurate hits to either their chest or head.

**BLAM! BLAM! BLAM! ****BLAM! BLAM!** One by one they fell to the floor below as their sparking bodies, oozing a silvery substance, fell from the catwalk. More leapt up, but she simply shot them from the air before they could land, making them fall like flies into the pulsating swarm of red and black below.

…but there were simply too many. She soon ran out of ammo and had to resort to her sword again. More mechanical Shadows landed behind and in front of her on the narrow catwalk.

"_YAAA!_" she roared as she charged the ones in front of her. She managed to slice through at least three more, splattering herself with the silvery substance, before the clones behind her raced forward, grabbed her shoulders and dragged her, kicking and cursing, to the ground. They swarmed her, and she felt the sword leave her hand, the power ring slip off her arm, and her guns and grappling hook pulled from their holders. She was then kicked and thoroughly beaten by them all. She squirmed and flailed and tried to move, but clones were pinning her arms behind her back and holding her legs.

"_AAARRRRAAA!_" she roared in anguish as she tried to twist from their grip, but to no avail. Sharp pain in her side spoke of a possibly broken rib, and she now sported double black eyes and various bruises as she was beaten. An especially noteworthy hit, was a white-gloved fist that decked her across the face, making her lip bleed profusely.

"_Alright, you've had your fun. That's enough._" a hollow, mechanical voice commanded calmly.

The kicks and punches abruptly stopped, as most of the mechanical clones leapt off the catwalk to join the herd below. There were still several Shadows stationed around her, clutching her cloaked arms and legs to prevent her from getting at their leader, Metal Sonic. Endurance weakening, she would occasionally lurch forward, still trying to escape from their tight grasps. Then the Shadows holding her legs abruptly swept her off her feet, the seven or so of them holding her up off the catwalk, making it even harder for her to move. Then she saw him… the terrifying sight of Metal Sonic in full splendour – glowing orange eyes, sharp metal spines protruding every which way, needle-like teeth grinning as he reached down and picked up the handle of her sword, which instantly powered up and revealed its wavy blade.

"_So… we have a hitchhiker on our hands…_" he admired the glowing blue blade for a moment, then before Juli could so much as blink, the tip was at her throat.

Juli struggled to pull away from the blade with a slight "Umph…", blood trickling down her chin from her lip, but the clones held fast. Metal Sonic regarded her with utmost curiosity. His sharp eyes traced up and down her mechanical dreads, the sight confusing him.

"_You are a machine?_" he tilted his head to one side as well as the blade.

"You could say that…" she growled through clenched teeth.

"_You can't be… Then why do you bleed?_" he searched his memory banks for an appropriate species to match her to, then decided, "_You are an echidna, yet you are a machine?_"

"So… what's it to 'ya?" she lurched again, making one of the Shadows restraining one arm shift his feet to keep balanced.

"_Explain._" he ordered calmly.

Juli said nothing. The backup Shadow's oily voice started up as he stepped from the darkness behind Metal Sonic, and stood slightly behind him, neutral expression, "She's very feisty… needs some… _discipline…_ but not at all a bad fighter..."

"_I see that…but she couldn't tell you from the real Shadow, and that's… disappointing._" the backup looked down as Metal Sonic searched his memory banks again, "_Yes… there is a segment of data here left over from one of my earliest models… parts of your flesh has been permanently transformed into metal… roboticized. Yet you are an organic being…you have the intuition that the Eggman speaks of._" Metal Sonic lowered the sword, "_Throw her in the brig. Keep her alive until we can fix the memory modifier. She will be a valuable addition to our growing arsenal…_"

As they carried her away from the scene, squirming and twisting, and generally succeeding in giving them a difficult time, Metal Sonic added, sneering with sharp teeth, "_Thank you for helping my partner gather the data we needed… and the emeralds…_"

Juli-Su seethed… she had fallen straight into a trap and given the enemy exactly what they needed. She had failed at her mission to recover the Ultimate Life as well – he could be anywhere by now.

The seven clones silently carried Juli-Su down multiple, dark and dank hallways, down a long spiralling staircase, along some more corridors, then finally up to a room guarded by two more Shadow clones. The guards nodded and let them pass through the door, which closed with an airy hiss as they stepped though. The next room was small, had silvery metal covering every surface, and was very bright. There was a smaller rectangular room indented into the wall on the left. A tight grid of visible red energy beams separated the smaller, darker room from the bright hall. It was a prison cell. One of the clones reached over and secretively punched something into a keypad on the wall some distance away from the cell. A few of the beams on the left side disappeared, and with a sudden, mighty heave, all the Shadows tossed her inside, the red beams lighting up again before she could get to her feet. They soon left, leaving Juli to collapse on her front, pained and exhausted, on the cold metal floor.

'What now…' she thought wearily though furiously as she slammed a fist into the floor, 'No weapons, injured, failed mission, facing certain slavery…' she sighed, '…might as well kill myself…' she lay where she was thrown on the floor for some time, and eventually closed her eyes, falling asleep.

A few hours later, she heard a slight gurgle and quickly turned her head over to look to her left. She jumped up in surprise at the sight of a very bloodied and mangled Shadow around ten feet away. She was astonished that she hadn't even noticed him there, curled up with his back to her. She knew immediately it must be the real one by the sight of the blood – only one Shadow could bleed, and that was the authentic; the rest were strictly mechanical, she knew that much. She hesitantly stood (she felt a lot more energized now that she'd had a rest, though was still pretty beat up) and moved a little closer; he was still breathing, albeit it being slowly and laboured. Renewed strength coursed through her, 'If I can release the Ultimate Life from here, I could still pull this mission off...' but she stopped in mid-step about a foot away from him, 'What if it's just another trick… a holograph to get me to talk… or something…' she knelt back down on the floor and stared at the bloody mess on the wall and floor. His fur was crusted with dried blood, but it didn't seem like he was bleeding anymore. Gingerly, she extended the two front most of her mechanical dreads and carefully arched them around to his shoulder and hip. He tensed at her touch as she meticulously flipped him over so his front faced her. It reminded her of the medical lab all over again, except this time he had both eyes – _open_… and looking directly at her, not at all amused.

"_Don't touch me._" he sounded quite offended.

She opened her mouth to gasp (she hadn't expected him to be so alert), but held it back as she quickly retracted her dreads, staring straight back at his sharp, but sultry red eyes.

Shadow was basically all right now, he had gained consciousness a few hours ago but he had been trying to rest with eyes closed – saving his strength and imagining all the ways he would rip Metal Sonic limb from limb, intermingled with the his usual thoughts of Maria. The gashes Metal Sonic had left on Shadow's body with his claws were completely healed, but his head still hurt from all the bashing it had received, and his fur was still stained with his own blood; mostly notable on his (no longer) white crest. He was quite un-amused by the disturbance, but was also intrigued with finally seeing what a Legionnaire looked like under their hood.

"Kommissar or Juli-Su?" he asked, voice neutral and a little hoarse sounding.

Juli scoffed; a little peeved that he would ask something like that after his previous comment, "What does it matter to you?"

Shadow simply blinked, waiting.

Seeing he wasn't up for arguing, she composed herself, then said softly, "Juli-Su."

Shadow simply took note of that and said nothing more. He was alarmed that she had not yet broken eye contact, but remained silent as he lazily turned on his front, chin on the floor, and closed his eyes again.

"So where are the rest of you?" he mumbled, seemingly bored.

Juli-Su didn't quite know how to put it, "There aren't any others…"

Shadow flashed his eyes open and stared at her from the floor again; trying to assure himself she was truthful. Her ultramarine violet eyes reflected a free spirit, a rogue, but there were no lies at present, "Why not?" he pressed, still trying to stare her down, unsuccessfully.

"Long story." she leaned back, three dreads supporting her weight as she sat cross-legged, facing the grid but still watching him.

"I gather we'll be here a while…" he retorted, suddenly acknowledging how beat up she was… the black eyes, the welts and cuts around her head, the bleeding lip. Not a pretty sight.

Juli raised an eyebrow at him as she watched him subtly look her over, and frowning, said, "You don't look in too good a shape yourself…"

"Humph…" he put his chin back against the floor and closed his eyes once more.

There was a short pause as she eyed the red highlights in his quills, then, "…either way forgive me for the gaping stare… I didn't expect to see you… well… _the real you_… in here of all places…" she paused again as she reclined on her dreads, looking up at the low ceiling blankly, "Hell, I don't even know how I ended up here… it all happened so fast…" still looking at the ceiling, she closed her eyes, took a deep breath then fell silent.

There was a long, dismally boring lull. She finally looked back down, violet tipped bangs flopping back over her left eye, as met another intense stare from Shadow. She wondered how long he had been looking at her. Referring to his eyes she said heatedly, "Put those away before you burn a hole in my head…" and scowled, though in reality she was quite taken by his dark complexion, most notably his eyes.

It was an unnerving, uncomfortable moment as their eyes locked firmly on each other. It is said that the eyes are the windows to the soul, and each was trying to read the others at this moment without much success. Both were holding up a strong, angry barrier, preventing the other from penetrating into their mind.

Juli looked away first; blinking then looking to the energy beam grid. She got up and began to crawl along its base, carefully inspecting each of the laser output devices securely welded into the floor. Shadow put his head down again, eyes open and resting his forehead on the floor. He watched her in his peripheral vision as she examined each laser output.

"_Damn_…" he heard her mumble, "All good…"

Strenuously, she stood and put her back to the wall. Very slowly and carefully, she extended one of her mechanical dreads though one of the narrow grid openings. If she caught her dread on a laser, she was sure she'd either melt it off or be electrocuted, depending on what kind of energy beam it was.

Shadow lifted his head and pushed his stiff body off the floor to watch, intrigued by her bizarre, mechanically enhanced spines. Juli-Su fixed her eyes on an unknown spot on the floor in concentration as she curled her dread around to the wall just to the right of the cell, feeling around for the keypad she had seen – not that she had actual feeling in her mechanical parts, she could only tell by running the tiny three pronged claw up and down, searching for the raised surface. She found it, but then realised there wasn't much she could do with it, as she didn't know the password. Thinking quickly, she scraped around to find the edge of the keypad. Found it. With a sudden jerk, which made her come dangerously close to hitting the grid with the side of her head, she pulled the keypad right out of the wall. Gaining confidence, she let the keypad hang, largely undamaged, from its wires as she pushed her dread into the new hole in the wall. Grabbing what she thought was the power supply cable, she pulled back, but to no effect – it was well reinforced. She carefully extended a second tendril out the cell and grabbed hold of the power cable with both.

"If this is the right cable, I'll be in for a shock… and I mean that in two ways…" she explained to the wierded-out Shadow, and suddenly noticing something different about him she froze long enough to say, "Hey… what happened to your shoes?"

"Metal Sonic." he said, scowl creeping onto his face.

"Oh… yeah? …the bastard…" she strained, now pulling her dreads back with all her might, "Another… reason… to get rid of 'em… _got it_!" she suddenly staggered back as the laser grid flickered and disappeared, and Juli received a jolt of electricity up through her two dreads, rendering them limp and useless. Some of the electricity had also coursed through her body, making her heart skip a beat.

Shadow blinked twice, and then slowly, achingly, got to his feet.

Juli quickly recovered from the electric shock as she held one dread in her hand and inspected it, thinking 'Crap… fried…'. The high voltage had destroyed the wiring in two of her mechanical dreads, and they would have to be replaced if they ever managed to get back to Eggman's base. Wasting no time, and not even glancing back at Shadow, she moved out of the cell and over to the double doors. Shadow immediately followed.

"Can you fight?" she whispered hoarsely over her shoulder.

"Of course." he crossed his arms haughtily, glowering.

"Good… get ready, then." and she gave the door a mighty kick, denting it slightly. She scooted back and to the side a little.

**SCHOOMPH!** The door was abruptly opened with a hiss by the two clone guards on the other side. Before they could even take in the scene before them – a battered cybernetic echidna and a blood stained, shoeless hedgehog, both with murder in their eyes – Shadow had spun dashed through them both, causing one to explode and the other to fall apart at the joints. He landed on the smooth floor, sliding around a bit as he tried to stop; socked feet were not ideal for running on smooth floors. By the time he regained his balance, he looked up in time to see Juli-Su disappear around the corner at the end of the hallway.

'I've got to get the Air Shoes back…' he thought suddenly, and ran off in an entirely different direction.

While Juli swiftly made her way through the base, she activated a device in the holographic projector that would automatically make a map of this base as she ran. She thought that perhaps gathering a little extra information on the enemy would make up for all this runaround. She had no idea where she was going, and was very hurt and still a little tired, but she figured she'd be as good as dead if she waited around for someone to come and rescue her… because no one would. She needed to set things right; get rid of that data once and for all, _and_ find those emeralds before attempting to escape – if she escaped now and returned a second-time failure, certain torture awaited her. …and that gang beating she had received was nothing compared to Dimitri's wrath. She had found and released the real Shadow already, so part of her mission was complete. Whatever he did now was his own concern – though as she had already been on two rescue missions to help him, she really wondered if he'd be okay on his own.

'What kind of Ultimate Life needs rescuing, anyway…' she grumbled to herself as she turned a corner, went through an automatic door, and found herself in a large, deserted, foyer-like room. In the gaudily colored room there were steps leading up to a lift and a door in the back. She headed towards a holographic projection hovering in the middle of the room, still grumbling mentally, '…they say he can do all these amazing things, and yet we keep having to save him from near deaths…' she approached the screen and inspected it, almost out of breath, "_Egg_ Carrier?"

Anyone who had been involved with Dr. Eggman a few years ago would have known of his considerably extravagant ship – The Egg Carrier. Perfect Chaos had thoroughly incapacitated it a few years ago, but it seemed that Metal Sonic had now adopted it as his own base. Juli figured that Metal Sonic must have stolen the Egg Carrier from Eggman's fleet – it must have been the ship carrying the clones. Well… she was wrong… but it didn't make much difference…

The screen showed Eggman's logo and the title Egg Carrier, but after Juli reached out and touched it, the screen immediately switched to map mode. There were labels indicating what each room was.

'Sweet…' she took a closer look; there was a red dot indicating you are here, 'Now… if I were Metal Sonic… where would I keep my emeralds…' she thought it over eyeing the bizarre names such as Hot Shelter and Bad Taste Aquarium, "He'd probably keep them with himself… but where would he be?" she looked closer at the map, at a room labelled Central Command Room, the obvious choice. Turning from the map, she ran as fast as her sore body could take her, and headed off to where she guessed the emeralds would be.

Meanwhile, Shadow wasn't having much luck, as usual. He found himself in the engine room of the Egg Carrier – nothing interesting there. Turbines and pistons four stories high lay at rest, but not much else. Scowling, he started to search for an exit…

**PTPTPTPTPTPTPTPTPT!** Machine gun fire suddenly forced Shadow to dive behind a pile of scrap metal.

"_Ultimate Life Form has been detected._" droned an unfamiliar robot voice, "_Ultimate Life Form must be captured._"

Shadow heard heavy metal footsteps approaching his cover, so he turned and ran straight up the piston behind him, the robot firing again and only stopping once Shadow he had reached the top; safely out of range from this new threat.

Shadow looked down. It was a rather crude, primitive looking red, white and black robot. Shadow hopped to the next piston, nearly slipping over the edge before he caught himself, and peered down at it. It had an insignia on its arm that Shadow recalled as meaning Omega. Shadow looked around, he could see the exit door nearby, but it would require crossing the room. He considered his options…

'I could jump to the other side… but without my shoes I wouldn't make it… I could take out that robot… but he looks heavily armoured which would require some precarious effort…' he then looked up, 'Or… I could just…' and he spun dash straight up and through the ceiling, leaving a confused and bewildered (if it was even capable of those emotions) Omega down below to look up at the new hole in the roof.

Bright light was suddenly all around Shadow. He was outside; free, but not quite. He still needed his shoes. He slowly stopped his rotation and touched down rather awkwardly on the deck of what seemed like a ship. He was amazed that no alarms had been sounded and that his escape had not been noted yet. He wondered where that Legionnaire had gone to…

No sooner had he thought that, than an alarm sounded throughout the area.

**WEEEEWOOOWEEEEWOOO!**

"_GET THEM! GET THE ULTIMATE LIFE AND THAT BLASTED ECHIDNA!_" bellowed a very angry sounding Metal Sonic over the loudspeakers.

Shadow ran as fast as he could without his shoes, which felt weird yet oddly refreshing, to the other side of the deck. When he reached the edge, his eyes widened in shock. There before him lay a scrap yard… but not just any scrap yard… below him were mountainous piles of… _himself_. Shadow parts to be precise. Severed, melted, damaged, you name it. Arms, legs, torsos, heads, whole bodies maybe just missing a limb or two… all oozing with a strange silvery substance. Wires protruded from the end of the severed limbs…

Shadow didn't know what to feel or do… it was all so surreal. Seeing piles of your own head and body, even though fake, is quite the sight to behold. After a moment of silence, Shadow finally came to his senses and let himself drop down to the scrap yard floor. He looked up at the gigantic pile of parts that lay before him. He paid special attention to a severed head, which still had its eyes open. Shadow reached forward and flipped its eyes shut, almost respectively, but more so that he was actually disturbed by its goggle-eyed stare.

On the other side of the yard, Juli-Su blasted out of a circular door, clutching an emerald in each hand. She was breathing hard, but as several mechanical clones were perusing her, she was not going to be stopping any time soon. She weaved through the mounds of parts, trying to loose her chasers. The Shadow robots were able to skate with their fake hover shoes, but not nearly with the same speed, power, or grace that was bestowed upon the wearer of the real Air Shoes.

Still some distance away, the real Shadow heard approaching footsteps, and flattened himself against the pile, blending in perfectly. Juli-Su soon came into view, suddenly collapsing to her knees, not physically capable of going any further. Panicking, she tried to drag herself forward, but to no avail. On the pile, Shadow only saw the two emeralds gripped tightly in her hands. He _needed_ them… there were calling him…

Suddenly the clones rushed to the scene… Shadow's world seemed to turn in slow motion as his mind registered them as competitors for the emeralds. It was a race. They were trying to take them from him – _unacceptable_. He leapt from the pile and took out each clone one by one with a flying kick or a punch; sending them flying into the massive piles around them.

"_Back where you belong, filthy copies!_" he sneered as sent the last clone flying into a pile with a fluent roundhouse kick.

Juli-Su shakily got up, "Look who finally decided to show up!" she shouted, sounding almost ungrateful.

Shadow ignored her and looked intently at the emeralds, "_Give me the emeralds_."

"No way! Last time I had the emeralds, your backup nearly left without me!" she clutched the emeralds tighter.

"I'll take you with me! _Just give them to me!_" he scowled, looking black as thunder. He bent his knees, preparing to pounce and forcefully take them from her if he had to.

"Swear it!" she shouted at him.

"What!?"

"I said swear it!"

Just then Metal Sonic's roar boomed over the graveyard of parts. He was coming after them himself. There wasn't much time. Shadow considered the situation… he would never admit it, but deep down inside he felt he could not outfight Metal Sonic today… not after what he had seen of Metal's abilities, not without his shoes, not with his bloody gloves (for any fist or palm hits would be useless), and not with the risk of being swarmed by clones… he would have to leave his shoes behind today…

Hesitating, he finally promised, "_I swear on my devotion to Maria I'll take you with me!_" voice angry and desperate.

"What!?" she didn't understand what he had just said, "I still don't believe you!"

Metal Sonic drew dangerously close.

Absolutely furious and anxious to get an emerald, Shadow leapt at Juli, eyes flaming, and one hand outstretched; going for the front of her cloak. Juli-Su managed to step aside to avoid his grasp, but Shadow's reaction time was quicker, and he turned on her, tackling her against the heap of scrap parts.

"_Chaos Control!_" he bellowed as he forced his hand against one of the emeralds in hers, pushing it up to the air above them. Juli-Su shut her eyes at the blinding flash of light.

They disappeared just as Metal Sonic crashed through the corner of the pile where they had been standing seconds before. His roars of anguish could be heard for miles around… had there been anyone other than the clones around to hear it…

When Juli opened her eyes, she felt her insides jump; Shadow was staring straight down at her. His pupils were abnormally slit-like, and the blood was somehow gone from his fur, quills, and gloves. In reality, Shadow didn't even see her there, he simply saw his destination – Eggman's base – but Juli didn't realise, and so was a little flustered by his sudden, intense eye contact. Around them was a very warped and stretched view of the desert, as if they were moving towards something at incomprehensible speed, which in fact, they were.

Juli felt very humbled staring into the eyes of the Ultimate Life, now in all his magnificence, but she felt no fear or anxiety. The eyes may have been forbidding, cruel, and sharp, displaying nothing but contempt and dark hatred towards the world, but after a few seconds of studying his look… she began to see through that front and into something even deeper… something hundreds of beings before her had failed to see, as they were quick to divert their eyes after meeting his directly… it was something only Maria had previously been able to find… she found his true, agonized soul… a whirlwind of confusion, despair, and angst. There was also a hint of something… something quite complex that she couldn't describe to herself, but could almost… relate to…

Almost as quickly as it had begun, it ended. They were suddenly in Eggman's dark command room. Shadow abruptly released Juli and the emerald from his hold, carelessly letting her fall to the floor on her rear, and started to calmly walk towards the lift. A little dumbfounded, Juli let the two emeralds roll from her hands – they made sharp pinging noises as they made contact with the floor. Eggman, Kragok, and Kommissar (the two Legionnaires with hoods up) were all in the command room, staring at this sudden appearance in shock and disbelief.

"Shadow?!" Eggman stared after Shadow, who kept walking. Shadow just wanted to go somewhere where he could think – hard.

"Juli-Su?!" Kommissar said quietly, also staring, "Damn it…"

"I don't believe it…" Kragok muttered under his breath, contempt obvious.

The three walked over to Juli-Su, who was too tired to get up from her fall to the floor, and stared some more. Eggman was speechless as he picked up one of the fallen emeralds – two emeralds plus the Ultimate Life were now back in his possession, however he did not yet know that Metal Sonic had been involved in this saga…

"What happened?! How did you manage to get these?!" Eggman queried as Kragok bent to pick up the second emerald.

"Long story…" she suspired, "…but I can tell you right now… we're in a lot more trouble than previously thought…"

Shadow suddenly stopped and flicked his ear, listening.

"What do you mean?!" demanded Kragok.

"Metal Sonic has more clones than before… he's quadrupled his numbers… and… …and… he has…" she shuddered, "Dimitri..."

There was a pause as Kragok and Kommissar gaped.

"_You liar!_ How is that possible?!" Kragok seemed to tremble, but whether it was rage or fear, only he knew, "It can't be true!"

"Did your lobotomy finally kick in?!" Kommissar shouted furiously, faltering, "Dimitri is… there's just… _no way!_"

Eggman now spoke, sounding edgy yet assertive, "I think a thorough explanation of what has happened is in order…" he eyed Juli's new injuries and said to her, "Juli-Su, go clean yourself up, then return here immediately."

Juli-Su slowly got to her feet and walked stiffly towards the lift.

Eggman then turned and called over to Shadow, still standing with an ear twisted in the group's direction, "…and _you_, don't leave! I need you here."

Shadow shook his head reprehensibly as he started for a dark corner… it was going to be a long day… one he'd rather spend alone, reflecting on his ongoing vendettas.

Eggman turned to the two standing Legionnaires, "Summon the other living Legionnaires… I'm calling a meeting."

Kragok motioned to his twin, Kommissar, and she walked off to gather the others. She gave Juli-Su a rude gesture as she joined her on the lift, but unfortunately for her, Juli was too busy aching to take notice.

Eggman's aboveground command room, lit only by the light emitting from the jumbled holographic screens floating around the central computer, and the emeralds held by Eggman and Kragok. Eggman stood next to Kragok, both of them pondering the rapidly changing situation they were in, while Shadow, standing alone and invisible to all in his dark corner, thought about how much he missed his shoes…


	11. Chapter 10

Author's Note:  
I have pretty much the rest of the serious storyline outlined now, but I've left some empty gaps so that I can still improv. write in every chapter. Can't say too much, but I will tell you that this is going to be ONE LONG STORY. We still have a LOOOONG way to go from here… so be sure to stock up on popcorn and reading time. ; )  
I'm glad to see people are enjoying how I've mixed concepts and characters from most Sonic genres into the fic… I try… XD

Since FF . net doesn't paragraph and indent things the way I do in my WP (or even accept the star symbol), I will now be separating sudden scene changes with: ----

...and now the plans, the tactics, the intelligence, and the motives get even more confusing and tangled…

* * *

**Chapter 10**

With all the new knowledge gained, prizes won, and new setbacks, it was time to regroup and reorganize…

Juli-Su was enthusiastically explaining her exploits to the living Legion, Shadow, and Dr. Eggman, who were all seated at an egg-shaped table, "So there I was, scrambling to erase every last trace of our stolen intelligence when I saw a glint of light in the corner of my eye. I whipped around, _thinking_ Metal Sonic had found me—"

"Oh… dang… I thought this was the part where he throttled you—"

"_Shut up!_" she moved to flip off Kommissar.

Someone of some authority banged their fist on the table, hard, in warning. There was a pause as Juli-Su lowered her hand and glared at Kommissar – who was hidden under her hood – through two blackened eyes. The medi-bots were able to help some of the bruising around Juli's eyes, but there were still noticeable crescents of black beneath them, making her look overtired.

Shadow – who was rocking back on his chair, arms crossed, socked feet against the edge of the table, and staring almost cross-eyed down at his feet – was only listening off and on to this meeting, or whatever they called it. He looked up for a brief moment to see what Eggman had banged the table for. Not seeing anything of real interest, he went back to loathing every second he was parted from his footwear.

Juli finally continued, "… I thought Metal Sonic had found me, but instead were the three Chaos Emeralds. Green, aqua, and violet; glinting even in the dim light… but before I could get to them, one of them clones came in and I had to scramble up onto the pipelines across the ceiling to avoid being seen. It wasn't going to leave anytime soon, so I lowered a tendril down… carefully picked up the aqua emerald, brought it back up and pocketed it. I did the same for the second; however, it slipped from my grasp about halfway up and fell. I managed to capture it in mid-air—"

There was a huff of scepticism. Juli ignored it this time, already having received a warning for taunting a superior, and feeling that a simple huff was not worth a second punishment.

"…but the sound of metal against emerald attracted the attention of that damn clone, and I had to run." her tone dropped a level in enthusiasm for a moment;  
"It of course, sounded the alarm. Laser turrets and more clones were soon on my case. I took evasive manoeuvres and eventually found myself—"

"Is _this_ the part where you get beaten?!" Kommissar interrupted impatiently.

"No, but if you would like to volunteer for that re-enactment, let me know—" Juli-Su was loosing her temper again.

"What? _Me_ kick the crap out of _you_?!" she half-laughed as she forcefully stood up, "Why didn't you say so sooner?! No problem!"

Juli stood up immediately after her, causing the rest of the group to tense slightly. Shadow glanced up again, only moving his eyes, not his head – vaguely interested.

"…" Juli was about to say something but was cut off.

"_Sit down, both of you._" Moritori Rex growled at them, "I don't have the patience for this today."

There was a long pause as the two females glared at each other and slowly sat down. Shadow now understood the emotional front he had seen and been unable to penetrate in Juli's eyes – with a constant barrage of insult and humiliation from your so-called teammates, you'd need one. He looked back at himself, eyes floating over to his wrists. He had lost his rings, and now his shoes – what next?

'Don't forget Maria… you lost Maria too.' said a thoughtful voice in his head.

'Oh! Thank you! I don't know how I could have forgotten that!' he replied sarcastically to the voice in his head, his face twisted in a scowl.

Wanting to flush any further thoughts of that from his head, he finally turned his full attention to the meeting.

"_I found myself," _Juli was saying, finally deciding to continue, "…in a laboratory. …and there…" she looked at each member at the table in turn, "…was Dimitri… our master and leader…" she looked at each again in reverse order, "…laying on a slatted table – like the ones the Egyptians used to mummify their dead – and being very still. There was blood pooling under the table. I went closer, to see what the heck was going on, only to find his body cold… _dead_."

The Legion stared at her as if she were mad. Shadow simply cocked his head to one side, and Eggman remained silent.

It's a well-known fact among the Legion that Dimitri is a miracle. Over three hundred years old, he is an ancestor to many echidnas in the Legion and related to most guardians – however he never physically aged. Similar to Shadow, he is immortal in the sense he cannot die of old age, and also _very_ powerful. How he was granted these gifts involved an incident concerning a backfiring invention and the Chaos Emeralds.

Kragok broke the silence with a laugh, then leaning forward he abruptly stopped the it as he slammed his claw and hand on the table, "You're telling me our leader – all powerful Dimitri, capable of destruction beyond comprehension—" he added in a low voice, "…your comprehension anyway…" he was rolling his eyes under his cloak, but no one could see, "Was killed somehow, someway, and we never even detected activity or energy large or strong enough to be captured on sensors?!"

"Yeah… You can't be serious…!?" Kommissar forced a laugh, though the thought of their leader lost unnerved her.

Juli elaborated, "He looked as if he had been put through a paper shredder… blood everywhere… dripping through the slats in the table…" she drew a breath through her teeth, remembering the mortifying scene, "…his implants ripped out…"

The Legionnaires stiffened at that painful thought, Xenin winced Oooh… sympathetically; Eggman simply raised an eyebrow. No outward reaction from Shadow.

To join the ranks of the Dark Legion, one must replace a segment of their body with a cybernetic piece – though usually the area or part is chosen for them – and accept technology as a part of them. As a Legionnaire ages and their body begins to die, many choose to replace decaying or defective organs and limbs with more robotic parts, in order to preserve their life and serve the legion and great leader as long as possible.

Before the majority of the Legion was roboticized completely, one would have seen a diverse crowd of cybernetically customized echidna – living, breathing beings capable of free thought, living well beyond their natural years, and frequently more powerful than the average echidna – a formidable army. Now there were only seven living Legionnaires, including Dimitri if Juli-Su was proven to be wrong in her observations – and it wasn't sounding good.

"I sense she speaks the truth, but…" Moritori Rex spoke up, "It just doesn't add up… how did Dimitri end up at Metal Sonic's base? He was supposed to go after the _Guardian_." he thought for a moment, "Surely the Guardian wasn't responsible for this? There's no way he could… I mean… he's not working for _Metal Sonic_, is he?!"

"How the tables have turned again, Doctor." Shadow cut in with a slight smirk, "Now it seems everyone _but_ our side has a hidden plan…"

There was an uneasy silence as they all pondered this, Eggman squirming slightly.

"What would Metal Sonic want with a chewed up echidna?" Eggman asked quietly, not expecting an answer, "Juli-Su? Did you see anything else in that room? Machinery?"

"Uh…" she thought for a moment, "I don't know… I was too busy looking at Dimitri, then I was forced to flee."

"Humm…" Eggman sat back in his chair, disappointed, "Well, we do know that Metal Sonic has been modifying his enemies' minds to convert them to his side. The backup Ultimate Life form, the clones, and Omega were all converted that way." He turned to Shadow, "We haven't heard from you yet."

Shadow perked up a bit and blinked at Eggman.

"I'd especially like to know what happened to your shoes… but please take it from the top."

Shadow tipped further back on his chair, and looked down at his socks again as begun, "GUN captured me and sealed me in a force field prison. There I found that Rouge the bat is still working for GUN, though she _seemed_," he put a suspicious emphasis on seemed, "…to want to help me out. She had no doubt in her mind that I was the true Ultimate Life, but _said_ she was going to lead GUN to thinking I was just another clone. Before I could find if she was true to her words, I was knocked unconscious and suddenly found myself Metal Sonic's prisoner. Metal Sonic stole my shoes for himself, and attempted to modify my memory, as you were saying, but he failed at the memory part and lost his temper. After escaping, I attempted to get my Air Shoes back. Instead of Metal Sonic, I encountered that Omega robot, which in a pathetic attempt at an attack, tried to incapacitate me – it failed, and I soon found myself outside the base. Moments later I encountered Juli-Su with the Chaos Emeralds, perused by some clones and Metal Sonic. Not wanting to risk loosing two emeralds against the odds, I used their power to warp back here." he watched his words sink in during the silence that followed.

"…and Juli-Su…" Eggman turned to her, "You said when you were captured, that Metal Sonic wanted to make you his servant as well."

"He said I'd be, _a valuable addition to our growing arsenal_…" she recited in her best attempt to mimic Metal Sonic's low, metallic voice.

"Valuable… _right_…" Kommissar snorted quietly as she rolled her eyes. No one but Kragok heard.

Eggman nodded, "Well, then I think it's safe to assume that Metal Sonic was… is also trying to modify Dimitri…" he looked to Kragok, "…you did say a good portion of his head was roboticized in the… uh… incident."

"Yes… his skull and a part of his brain were changed, but fortunately the machine was stopped in time and his free will… his _intellect…_ survived."

"Then perhaps Metal Sonic was preparing to replace Dimitri's cybernetic pieces with his own design in hopes that he could gain control over his mind?"

"A reasonable theory, but it still doesn't explain how he got so mangled in the first place." Kragok leaned back in his chair, then after a pause, said while grinning sadistically, "…I say we pay knucklehead a visit and find out."

"I still don't see how the Guardian would have that kind of skill to defeat Dimitri…" Rex now leaned back in his chair, "…and how does Metal Sonic plan to bring him back to life? Hum?"

Eggman knew the latter, but he wasn't telling. It wasn't really that important anyway. Instead he cleared his throat and said, "Juli-Su, when you gave me the intelligence you collected from Metal Sonic's base, I noticed it was labelled as Egg Carrier."

"Right." she said neutrally with a nod.

Eggman grinned, "He's using my old ship. I could use that to our advantage…"

Shadow was growing more and more impatient by the moment, 'Let them go fuss over their leader… I want my shoes…' he thought, then said aloud, "Enough talk… lets's get this show on the road." and he stood up suddenly, making all their heads snap to him, "Lend me an emerald, and—"

"—you'll start a war that we're clearly not ready for, given the new information we've learned."

Shadow shut his open mouth and glared at Eggman instead.

"Metal Sonic has more resources to draw on than we do. He is also clearly capable of—"

"Who said I was going after Metal Sonic?" Shadow countered, eyes futilely trying to drill into Eggman's, "I'll go after the Sonic team's emeralds, while the Legion sorts out their…" he shot a quick, sneering look around the table, "…_issues_…"

Kragok leapt to his feet, "_Disrespectful hedge—_"

"Okay!" Eggman slammed his fist against the table again, making Juli, Kommissar, Xenin and Rykor all jump, "We're all bad guys here, so I would ask you to _please_ save the witty snide remarks and insults for our enemies!" he muttered a few words to himself (Juli snickered under her breath, being the only one close enough to hear what he had said), then spoke up, "Rex, since it doesn't sound like Dimitri is too mobile at the moment, I think it would be wise if you sent some of your Legion to Metal's lair to find out what happened – ASAP. If Dimitri is in fact, still alive—" he interrupted himself, "Juli, you did say he was dead, right?"

"Yes… well… I'm pretty sure… he didn't look like he was breathing…"

"Okay… if he's alive and still on our side, call home and I'll send Shadow here to get the both of you." he paused, "If he's alive and _not_ on our side… you know what to do."

All but Shadow nodded slowly, as Kommissar whispered a yell, "Run!"

"Shadow I'm going to need you here. One: we may need your Chaos Control, and two: we have to do something about your…" he gestured to Shadow's socked feet, " Er… missing Air Shoes."

Shadow was fine with that plan; Eggman was going to address the problem of his shoeless existence, and he would likely get the chance to reflect on some of his many personal issues at the same time — not having to run off on another mission.

Rex now stood up, and was followed by the rest of the Legion, "Kragok? Xenin? You're both going to come with me to Metal Sonic's lair."

"All right! Finally, some action!" not having seen battle since their first strike against Sonic's team, Xenin was already pumped and ready.

"Rykor I want you on the tracking beacon. Take note that Dimitri and I won't have tracking devices."

"Yes sir." Rykor affirmed.

"Kommissar, you are to relieve Rykor of his post every few hours."

"Yes sir." Kommissar replied with a haphazard salute.

Rex said nothing to Juli-Su, "Kragok and Xenin, see you at the armoury in fifteen minutes." and he left, soon followed by the other Legionnaires, save Juli.

Eggman now stood, "Shadow, come with me." and started for the door.

Shadow gave a nod as he followed. Eggman turned just as he reached the door and called to Juli-Su, "…and you'd do best to follow as well. Those fried wires need replacing."

Juli was taken aback, "How did you…?" she had not mentioned what had happened to her mechanical dreads.

"You reek of electrical fire." Shadow stated for Eggman as the two left the room.

Fuming now, Juli jogged to catch up, but stayed a respectful distance behind the two, listening in on their conversation as they walked down the hallway.

"So what exactly do you plan on doing Eggman?" Shadow asked, "From what I've seen of his power, we'd have to kill Metal Sonic to get the Air Shoes back now…"

"He's not the cooperative sort, I know. …which is why we're _not_ going to get them back from him."

"But Doctor—!" Shadow exclaimed, but was shortly cut off.

"We're going to _make_ you new – and improved – Air Shoes."

"Wuh?" Shadow recalled that Gerald and a team of his fellow scientists had made his shoes. While Eggman was a very smart, technologically minded man, Shadow doubted his skills could match never mind surpass those of his creator… when it came to mixing organics with technology that is.

Shadow knew there was more to his shoes than one would figure at first glance… they knew things… like when he needed that extra boost, when to push the limit, and when to stop. They could sense the precise moment when he needed to skate, and would not fire up until he had reached a certain speed – just a little faster than a jog. They did, however, have certain drawbacks…

—One, being that they were quite cumbersome when walking or lounging.

—Two, being that they would not work when wet.

—Three, being that they were rather difficult to get on and off.

—Four, being that he could only hover constantly in mid-air for less than a minute, meaning he was forced to walk if he needed to go slow, which brought you back to issue number one.

Though even then, Shadow figured that was all a small price to pay for the gift of super speed and gravity-defying agility. While he was quite a fast and strong runner without the technological aid of his souped-up runners, he knew he would not be able to break the sound barrier or run very long distances without them. Since he was able to warp, and had the help from his shoes for most of his memorable life, natural endurance was never something he was trained or built for.

"Consider it a reward." Eggman said, "You've already brought me three emeralds, so—"

"And not without my help, either!" Juli-Su yelled from behind.

"Well, I'm helping you too, aren't I?" he threw over his shoulder, and then continued to Shadow, "Turn right here…"

They all turned into what must have been Eggman's master machine shop / lab. The front half of the room was sectioned off with a waist-high railing, and contained many holographic computer terminals, and long metal workbenches decked out with state-of-the-art-tools – tools so advanced that they would practically do the manual labour for you, not that Eggman frequently had to do manual labour of any sort. Eggman normally only ever had to build things himself if there was no model for his grunt-bots to follow, but usually an electronic blueprint would suffice. The other half of the room was not lit, but judging by the echo of their footsteps, Shadow could sense that the darkness extended for quite a ways.

Eggman approached one of the computers and started pushing buttons, "Now… I won't have these done for a little while… but…" a blue-tinted holographic screen popped up in the centre of the room (no less than a few millimetres from Juli's nose, which made her jump back in surprise), "You can rest assured that you'll hover again."

"Will they be the same?" Shadow asked as he looked at the screen. The screen showed a detailed, multi-levelled, three dimensional picture of his former hover shoes' structure and design – they were plans of how the air shoes were made; a digital blueprint, "…and where did you get these?" he went closer and inspected the section of the blueprint detailing how the frontal jet was constructed.

Eggman turned around briefly to grin at Shadow, "Just one of the many things contained in those files you want." he chuckled, "…how's that for a perk?"

Shadow just sneered at him out of the corner of his eye and stepped back from the blueprint. What peeved him was the fact that Eggman had not answered his first question.

"Juli, see that small mark on the floor over there?" he gestured in the direction of a small black X on a noticeably different section of flooring.

"Yeah… what about it?" she questioned, arms crossed.

"Go stand on it."

"Why?" she narrowed an eye, suspicious.

"Because I have nothing better to do than order Legionnaires to stand on black Xs." sarcasm obvious, he rolled his eyes, "Do you want your wiring fixed or not?"

Juli went over and stood grudgingly on the black X symbol. Immediately three robotic arms descended from the ceiling and started working delicately on her two fried dreads, and another popped up from the floor and worked on her broken heel jet. She dubiously watched them out of the corners of her violet eyes as Eggman turned from his computer to Shadow.

"Until I have them ready, I'll give you these." he slapped a button on the console behind him without turning around. On a nearby bench, a pair of black shoes rose out of a hidden panel on the desktop. They looked almost exactly like Sonic's shoes, but were entirely black from heel to toe. Shadow walked over to them. They were so black they seemed to absorb all the light around them, making them appear flat… perspective-less… he reached out and touched one; it was velvety smooth… almost like his own fur.

"Based on a design copied from Sonic's shoes, these will allow you to run at any speed you desire without them burning up under your feet like a regular shoe would."

Shadow picked one up and turned it over to the sole. No jets, but it at least had a reinforced grinding groove – A feature he rarely needed to use _when he had hovering capabilities._

"You know…" Shadow started quietly, "…that I won't be able to break the sound barrier with these…"

Eggman raised an eyebrow, shaking his head, "You're physically perfect in every way… but they sure messed up your mind…" he took a few paces towards Shadow, speaking only so Shadow could hear (he hoped), "I've noticed lately a growing indent in your formerly flawless nature… you've needed outside help numerous times now, and have even lost your shoes. What's wrong with you?"

"What's wrong with me?" Shadow repeated with contempt, trying to sound confident, "_Nothing_ is wrong with me. I am The Ultimate." he narrowed his eyes in detest.

"Not the Ultimate Life I used to know…"

"I know now my limits." Shadow countered, darkening further, loathing this conversation with every once of his being… because it was true…

"The true Ultimate Life form would defy limits not set them on himself… and certainly wouldn't doubt his abilities."

Shadow's temper was rising, "The true Ultimate Life form has confidence in his abilities." he referred to himself in third person, voice growing louder at each word, "…but he wonders why he's being _deprived_ of it."

The words were lost on Eggman.

Shadow re-stated his point, more directly this time, and with fairly violent hand gestures, "Screw all this planning and battle tactics! It's just delaying the inevitable._ Throw me a freakin' emerald!_ Let me do things my way for once." he took a deep breath through his nose to level his temper, then said solidly but more calmly, "_Trust me_."

Every self-respecting bad guy and gal knows that trust is hard to come by in the dark world, especially since most baddies are the deceiving, two-timing, hit-and-run, and double-crossing sort. Eggman tried to calculate what was harder to come by: trust, or an emerald. Shadow was more neutral than anything, but his true dark side frequently showed itself if an emerald was involved.

"What do you want to do? _Wing_ our next attack?" Eggman made the very idea sound ridiculous.

Shadow was unfamiliar with the wing term. He raised an eyebrow slightly.

Noticing Shadow had been lost on it, Eggman explained aside, "Extemporize…"

"Yeah… flash and crash style…" Shadow smirked slightly.

Eggman grunted, "I see your problem now… _without_ the material aid of the emerald you feel you can't win… and so you've been slacking off in battles to prove your plight? _Is that it?_"

Shadow gave him a sudden, indignant look at the accusation, "_What?!_"

"_Shadow_…" exasperated, Eggman put a gloved hand to his face, trying to sort his thoughts, "Okay… _who_ would you go after?"

"I want Metal Sonic to feel my real power."

"Why not Sonic?" he lowered his hand and gave him a tired look.

"Metal Sonic pisses me off that much more."

"That's a good thing, but I'd rather you save it until the Legion is ready to back you."

"Back _me_?!"

"Yeah, the way you've been acting lately you'll need it. Metal Sonic still doesn't know you work for me. As long as we keep him in the dark about that, he probably won't attack us. I don't want him to attack until I'm sure we can beat his army of clones... and we certainly can't fight him when you're so out of practice!"

'…but… what did he see in my head?!' Shadow remembered that Metal Sonic had been flipping through his mind like a bored channel surfer… had he seen any memories of Shadow's new alliance with Eggman?

"GUN's already sending me death threats and _literally flaming_ egg-mail… it's bad enough trying to get _them_ to go away." Eggman grumbled, "I'd really like to get those two emeralds Sonic has…"

"Wait a minute…" Juli-Su's repairs had been completed, and she now walked over to join the conversation she had been so meticulously eavesdropping on, "Do you guys realize what you're setting ourselves up for?!" she rolled up her abundant sleeves revealing a shiny robotic left arm and a orchid furred right as she crossed them, "If you get Sonic's two emeralds, that gives us six." she held up six white gloved fingers for a moment, "Six emeralds in one place is a serious amount of energy, which will likely attract unwanted attention from power freaks like Metal Sonic and GUN. On top of that, the emeralds will no longer be scattered. All our enemy needs is his one to complete the set. If Metal Sonic somehow gets the six we've worked so hard to get, he has it made and we're as good as screwed."

There was a long pause, as the two males considered this new issue.

Juli just rolled her eyes unenthusiastically, then turned and left the room.

"It's almost like your original plan, Doctor." Shadow finally said, "Let others do the work, then reap the rewards _for_ them. If we get the six emeralds, there's a chance Metal Sonic will come after us to get them while we try to beat Sonic down. Or maybe this was his plan all along…" Shadow shrugged; "Either way, I'm sick of walking on eggshells." he picked up the shoes and started to walk away, "Decide soon. I'm going to the Launch Tunnel." and he left, leaving Eggman to consider the situation.

Being a bad guy isn't easy in modern times… especially if you want to live to see your schemes' results. Things are never what they seem…

Shadow walked down the hallway towards the lift. It felt strangely… free… to walk without the hover shoes on his feet, but he still missed them terribly, and seriously doubted that he could break out of subsonic speed without their help. They had added a lot of force to his stride at the precise moment it was needed, building on the force he already put into each push.

Shadow considered his rival… mental turbulence ensued…

'Sonic… he has all-natural speed…'

'…but honestly… am I really that physically different from Sonic? We're both hedgehogs… male… around the same stature… same shape…'

'No… I must be heavier or physically stronger than Sonic…'

'…how do I know that!?'

'Head to head battles… he's too easy to push away… hold down…'

'Can't be sure of that… maybe he was just holding back?'

'…but he's just a regular hedgehog!'

'…or so he says…'

'What about me… I'm _the_ Ultimate Life form…'

'Not much difference other than that. …besides disposition.'

' …but… _What is the Ultimate Life form? _Just what am I?! There's no comparison until then…'

'… … …'

'Given the current introspection, if anything I should be able to outrun Sonic _without_ the aid of my hover shoes.' he furrowed his brow in thought, 'At least…' he thought about how the hover shoes may have actually impeded his full running potential by making it easier, '…with some practice, perhaps…' he smirked, but it soon faded as he approached the door to the kitchen & food storage.

The door to the room was open, and a light was pouring out from it and into the hallway. Shadow drew near it, black shoes dangling from one hand, and stopped for a moment to look inside, vague expression on his face.

Juli-Su was lying on the counter, metal boots up against a pillar, which made her look almost as if she were sitting upside-down. She was holding a half-empty glass bottle in one hand, and was staring up at the ceiling in apparent reverie.

Not knowing or caring what she was doing, Shadow resumed his walk.

"Hey Shadow…"

He stopped in mid step at her call, but didn't look into the room.

"Care for a drink? I finally found the wine closet," she chuckled softly as she turned the bottle over and read it; the percentage of alcohol was quite high, "Ah… no wonder… this is good stuff… if you can stand a few kicks to the head…" she chuckled again, thinking, 'I wonder how he is, drunk…'

Shadow remained silent, but now gave her a steely gaze, a little vexed.

"Oh… heh heh…" Juli dropped her feet and turned over, orchid colored legs showing up to mid-thigh as she propped her head on one hand and two metallic dreads, looking over at him, "What? A sobriety oath?" her face was visibly flushed.

"No… I've been told alcohol doesn't affect my system… and otherwise it tastes like piss… so I see no pleasure in drinking it." his stare softened a teeny tiny bit as she met his gaze. He blinked at her. A partially drunk echidna posed no threat, so there was no reason to put any aggressive energy into his stare.

"Damn…" she swished the contents of the bottle around, and then took another swig, wincing her eyes and bobbing her head as she forcefully downed the liquid. She said again, a little quieter this time, "Damn…" and met his look once more with a twitch of an eyebrow.

Shadow turned and walked out of Juli's sight. He was not terribly interested in talking to her, not that he was generally interested in idle chitchat anyway.

"Oh!" Juli called out after him, voice echoing slightly off the bare, hard walls, "…and sorry about your shoes!"

In the hallway, Shadow stopped a moment and flicked an ear to listen.

"In motion with them, you looked…" he heard her take another swig from the bottle, "_…_unbelievable…"

Shadow continued his walk.

----

"_User name please_." it was that saucy treadmill again.

"Shadow." he stated coldly as he sat on the ground to slip on his new shoes.

"_User name not recognized._"

Shadow trembled, coiling his rising anger deep inside, "_Sha_-_dow_." he repeated delicately, but just as coldly. He slipped his feet into the silky smooth interior of his new runners.

"_User name not recognized._"

Shadow rippled again, and thought 'I am _not_ going to say it…' He suddenly looked down at his feet, and to his horror… realized they were tie-ups. He let out a breath though his teeth, about to go on a profanity spree, 'Shhh—"

"_User name please._" the machine repeated.

That was all Shadow could take, he had a new problem to deal with, "_Deactivate yourself, infernal machine!_" he spat, quills spreading and rising as he stood.

"_Sure thing, asshole._" the machine powered down into a cold slumber.

Shadow kicked the machine eight times in rapid succession, black laces flapping around as he did so, but there was no response. He looked back down at the shoes. He couldn't tie laces… it was a simple skill he was never taught. Not by Gerald, not by Maria, not by anyone. He kicked the machine again for good measure, and then sat down on it.

'The Ultimate Life form can't even tie his shoes…' he sank his head into his hands, wallowing back into a hole of enervation.

'Can't be that hard… children can do it…' reasoned one side of his head.

'Can't be life threatening… leaving them untied…' argued the other testily.

'…but then they'd fly off when you run… hit you in the head or something…'

'…' the other side couldn't argue with that.

Shadow looked at the loose laces… he was beginning to think his old Air Shoes were a heck of a lot easier to get on and off… sure it had several hidden devices and – somewhat painful at first touch – neurotransmitting devices at several pressure points on the soles of his feet, but at least he knew the procedure involved.

He imagined the ridicule he would have to suffer if he asked any of his compatriots for help with this matter.

'If only Maria were here… she'd understand…' he sighed though his nose sadly, still staring sightlessly at his shoes, '…she'd understand…'

He got up and trudged, laces still untied and flailing every which way as he walked, back up the stairs, into the lift, then when he reached the main hall, headed towards the rooftop. If he couldn't run he might as well watch the sunset and envision his freedom instead. The rooftop was empty, just the way he wanted it, and he soon found himself standing cross-armed at the very edge of the smooth metal roof, staring at the red and purple streaked sky.

'If only one could combine the sound of rain with the sight of a sunset, Maria's scent, the free feeling of running flat out, and the surreal atmosphere of space....' he thought, closing his eyes to feel a slight warm breeze rustle his quills, 'Now that would be an experience worth living for…' he smirked at the happy thought, but it soon faded – they always did – as visions of Maria being shot stabbed at the back of his head. He was used to having these flashes of the memory, but he never could get used to seeing his only companion, Maria, being murdered. Awake he could cope and try to drive the nightmarish memories away, and so he lived an eternal insomniac, making his torturous existence seem even more long and drawn out.

He shifted his thoughts to the matter of his shoes; how he missed the Air Shoes, and how he was going to manage tying up his temporary replacements. He could try not running until Eggman completed the task of somehow constructing a new pair of the jet-propelled runners, but he found that idea very unpleasant… for one he would not be able to relieve pent up anger, resentment, and all-round energy, and two: he would not be able to go on any missions.

Shadow looked down at his shoes again, squatted, and took up the laces of the right shoe in his hands. He studied the way they were already laced into the shoe in a criss-cross pattern, and then pulled the laces tight so they hugged his feet. He looked at the laces for a moment, then crossed them over each other twice and pulled to see the effect. Nothing. He started over, crossing one over the other, then flipping one end down and around the other. He pulled… success! The twist held the rest of the shoe tight. Now what? He tried the same motion again and pulled it tight. Now there was a very strong knot at the top of his shoe. Shadow moved his foot around, and then rose up on his toes for a moment. The knot held, his foot stayed in place inside the shoe, and he was pleased. He did the same knot at the top of the left shoe, making sure to get a tight fit, then sat back to admire his work. Now he had about a foot of leftover laces. Quickly thinking of a solution, he tucked the excess under the criss-crossing pattern. It looked like crap and not at all like tied shoes he had seen before, but perhaps it would hold. He stood up and jogged to the other side of the roof. It held. He sprinted back to his original place, skidding to a stop. It held! Success! He smirked a triumphant smirk, then looked sidelong over the edge of his viewpoint. The wall continued down for several hundred feet before rounding off to the desert floor. He smirked wider, he grinned, he narrowed his eyes in devious anticipation.

Not thinking about it for a second more, Shadow leapt off the edge and ran flat out down the side of the wall. His pulse quickened, adrenaline coursed though his body, and he grinned manically. He experienced a quick, butterflies-in-your-stomach change in gravity as he ran down the curve, arms straight out behind him, new runners touching the ground for mere fractions of an instant as he flew along the ground. It was completely different feeling than air skating, but it was a good, refreshing and fulfilling feeling nonetheless. Seeing no obstacles in his way, just straight desert, he pushed forward, accelerating towards his invisible goal. In mere seconds – he noted faster acceleration than when he air skated – he could feel that pressure building again, that strong force of sound and air. It streamed and rippled around him as he pushed against it, head first.

'I can break it…' Shadow assured himself, 'I _can_ break the sound barrier…'

He struggled, pushing harder against the ground, against that seemingly impenetrable barrier. He was so close… but it wouldn't give… doubt soon began to shroud his unusual spur of optimism as the adrenaline started to drain away.

Then he spotted it… a threat ahead… time and speed seemed to slow to a crawl as his brain recognized and acknowledged the obstacle in the mere milliseconds he was given to do so. It was only a group of small boulders on the ground, each no bigger than a bowling ball, but at this speed, any size could be quite dangerous to hit. While Sonic could stop and turn on a dime – 90-degree turns and even 180s coming to him easily – Shadow had a somewhat wider turning circle and slower breaks; and it was because the Air Shoes had patterned him that way. Shadow immediately stopped his forward effort, and shifted all his weight to the right in hopes that he could avoid a collision. Tottering in imbalance and taking longer, ungraceful-looking strides, he passed the humble obstacles without a problem – though it was regaining his balance that was the real issue… as he swerved to keep upright, he felt a muscle in his leg tear, sending knives of pain jabbing up to his brain. As if that weren't bad enough, there was another rock coming up, this one several feet high, and at least twenty feet wide. It had jagged edges and a backward slanting face. As Shadow sloppily approached it, still taking long strides to keep himself from falling after his momentum was disturbed, he impulsively coiled his legs and painfully converted his horizontal inertia to a vertical leap. He sailed upwards quickly towards the top of the rock. While still flying up, he reached out with his arms, firmly planted his hands on the ledge, coiled as he waited for his feet to catch up to his hands, exchanged his hands for a foothold, and pushed off, sending him higher into the air.

Relishing his moment, for it was reminiscent of gliding through the air with his hover shoes, he threw his arms and head back and felt the air sway his quills and the white tuft of fur on his chest. …but as with all enjoyable things, it was over too soon…

Sensing his declining momentum, he somersaulted in the air so he was dropping head first, and landed so his arms sustained most of the impact as his legs dropped to the ground behind him.

'See… that's what a warm up is for…' scolded his brain as his pulled muscle sent a twinge of pain to it.

'Shut up…' he told it as he lay back on the rocks.

He did find it strange however; that he actually managed to pull a muscle… those were very rare for him.

The stars were out in their full glory now, and Shadow lay back with hands behind his head, mindlessly rocking his shoes side to side on his heels. Not familiar with the constellations of Earth, Shadow instead sought out planets… a particularly bright one he guessed was Venus… if he pushed his head back there was another unusually bright star he guessed was Jupiter. Getting bored of that, he raised a finger to the air, closed one eye and began to trace imaginary lines across the sky… connecting star-to-star… making his own constellation. On this foreign planet he could at least make these skies more familiar to him. After a few minutes he found he had traced a shaky outline of an emerald… he smirked to himself as he dropped his arm limply. He would have remembered playing this game with Maria had Metal Sonic not erased the most prominent memory of it… though traces of it still existed in his subconscious.

Suddenly for that particular, subconscious reason, he thought, 'Maria…' and felt a pang in his heart, 'If only I had a direction… a path to take… I could do better… but I am uncertain… my head says one thing, my heart another, my body another, and my surroundings yet another… I can't concentrate… I'm loosing focus… I don't know what to do… I feel torn… tired… I just want to rest and join you in paradise…'

'Maybe death is not paradise…'

'Immortality sure isn't… certainly not when you're alone…'

'…Maria is irreplaceable…

'Yes…'

He went back to staring blankly at the stars… he traced another constellation with his eyes… a stick-hedgehog (himself), and a stick-girl (Maria).

'She is gone… yet she is still here… in my mind and spirit… I can still hear her voice… I even spoke to an apparition of her… my mind says impossible, but my heart cannot ignore it… senses cannot deny what they feel…'

He closed his eyes for a moment to try and push the confusion back down… he only partially succeeded and – standing up – decided to take another run to clear his head. The pain in his leg, a minor tear, had already healed and was forgotten as he leapt off the rock and shinned at a moderate speed back to the base.

----

"_Where have you been?!_" Eggman shouted over the intercom, as soon as Shadow entered the hidden door. Apparently he had been spotted on camera, "Come to the command room _this instant!_"

Shadow did as told, though was sure to walk as slow as possible. Not bothering with the fairly slow lift, he hopped agilely from wall to wall to reach the elevated command room.

"Where have you been!?" Eggman repeated, still shouting.

Shadow looked around. Kommissar was on her knees near the computer… he knew it was Kommissar because it certainly wasn't Juli-Su; she had slightly wavy, shiny red, shoulder length hair cropped off at an angle just above the shoulder, and just one mechanical dread that was nowhere near as elaborate as Juli-Su's three. The rest of her tendrils were banded stylistically with metal. She seemed to be in a fluster. Kragok was also nearby, hood also down, revealing his glowing red, cybernetic eye… both his real and implanted eye looked livid as he clenched and unclenched his claw. Shadow did not see Xenin or Rykor, who were hidden in the darkness behind the two Legionnaires.

Eggman was standing closest to Shadow and spoke again, "We could have needed you! What if we had needed you?! You were nowhere to be found!" he trailed off, "…probably stargazing or something equally unimportant..."

Shadow just stared at Eggman blankly, "What happened?"

"Rex was killed." Eggman said sharply.

Kragok marched up to where Eggman and Shadow were standing.

"_…and soon we all will be, too. If you_—" (he grabbed Shadow's white crest with his robotic claw) _"—wretched, inferior hedgehog, don't shape up soon and show us what the hell this Ultimate Life form crap means!_"

The sudden, unwelcome, and rude physical contact deeply offended Shadow. With a lightening fast palm thrust directed at Kragok's chest, he pushed him off, making him stumble back a few feet.

"_Don't touch me._" He stated coldly as he gave Kragok a narrowed glare of great loathing, and then turned back towards Eggman.

…but before anyone could speak, Kragok came back for more. Not wanting to appear a pushover in front of his comrades, he lunged at him again, reaching out with his real hand this time.

Now, anyone who has felt the sting of Shadow's stare would probably be intelligent enough to realize that _you just don't touch Shadow_, especially after he's shown you the benefaction of remaining his apathetic self. …unless of course, your name is Maria, or you just want to die. …or your name is Kragok.

Shadow turned just as Kragok grabbed hold of one of his twisted spines to the left side of his head and pulled to one side, rearing back his claw in preparation to strike his face. There was a sudden lapse in time – time always seemed to slow for him in these situations, perhaps because his mind was racing so quickly – where Shadow gave Kragok a darkly amused look. Amused because he finally had an excuse to fight this so-called ally. There was a feint twinkle in his eye as he prepared to counter the attack.

'Damn it, he's going to kill him…' Eggman thought in the few milliseconds of hang time.

The room was first paralyzed with awe – as Shadow forced Kragok to the floor – then alarm as they all realized Shadow was holding Kragok firmly by the neck, while very seriously and calmly, threatening to crush the breath from him – then chaos as Xenin, Rykor, and Kommissar leapt to attention, shouting words unheard by the two fighters, and aiming various laser weapons (shrouded by their cloaks) at the now two furiously fighting males. The Legionnaires couldn't fire however; as the two were much too close to each other and they risked hitting Kragok. Eggman disapproved of the fighting, but decided not to get involved for the moment; one: because he didn't want to get killed, and two: he was actually interested in seeing who would come out on top. Shadow was the safer bet, but with the way he had been fighting recently, anything was possible.

Shadow had a firm grip on Kragok's neck with one hand, and was elbowing him with the other arm. Despite this Kragok was somehow over Shadow, holding him in a headlock and trying to wrench one of Shadow's ears from his head. Each was blinded from the pain the other was inflicting on them, and they were suddenly thrashing about on the floor, a jumbled mass of black and red. Shadow – nose suddenly bleeding from a hard hit – soon fought himself on top of Kragok, pinning him to the ground, and prepared to start administering some serious damage to Kragok's head. It unfortunately never happened, because Xenin and Rykor stepped in and forced the two apart, while Kommissar pointed a rather elaborate looking laser rifle at Shadow's head.

Shadow couldn't tell Xenin from Rykor at the moment, but the one dragging a furious Kragok away had a partially roboticized face and cropped off dreadlocks, and the one who had forced Shadow off him (now unnecessarily barring his way to Kragok) was almost completely mecha – quite strong, too. Shadow noticed that Kommissar was staring furiously along her raised rife at him. He shifted his gaze and stared back, and she soon found her cobalt blue eyes darting to and from the end of her rifle to Shadow uncomfortably, not able to hold a glare against the scorch of his vigilant red eyes.

Shadow drew a hand across his bleeding nose, painting a streak of red across his glove, then in a mellow tone called to Eggman, "Tisk tisk… can't even control your own minions..."

"_Minions_?!" Xenin cried, apparently he was the mostly mecha one, "We're more than just _minions_!"

Shadow ignored him – he was only interested in two things, what had happened on the Legion's mission (or what Eggman was so upset about), and the rifle pointed at his head.

Some distance away and beside Eggman, Kragok had just barely composed himself, and was now regarding him with abhorred looks. Trying to convey that he was unaffected, unfazed by the fight, he resisted the temptation to rub his sore neck.

"I told you I couldn't be held responsible for what happens if you start picking fights." Eggman said to Shadow lowly, then turned to Kragok, "…and you… I think I already warned you about this…"

There was a long pause where no one did or said anything.

"Now." Eggman said finally, "Are we finished? Are we ready to converse as civil evil doers?"

Shadow crossed his arms and looked from Eggman to the rifle still held steady at his head. Kommissar slowly lowered it and backed away resentfully with Xenin. Shadow wiped his nose again, as the blood trickling down his face was quite irritating.

Eggman spoke again, "Because of the current events and circumstances I don't have time to fully address the apparent problem we're having with infighting." he looked at each in turn, then snarled, "…but I will tell you that if it happens again, I will be forced to retain you in the deepest dungeons of this base until I have the time and energy to remember that you are even there!" he looked at them all again, "For now I simply ask that you respect each other's space and keep your mouths shut in regards to what you hate about each other." he uncrossed his arms, "Tonight, Moritori Rex was killed by a new, formidable enemy. Completely incinerated by Metal Sonic's new, metal monster companion…" Eggman looked directly at Shadow, now addressing him, as he was the only one who hadn't heard the story yet, "Metal Sonic removed Dimitri's original implants, drained the blood, the life from him, then crudely affixed his own make of cybernetic pieces to the remainder of his organic being. Before bringing him back to life with various chemical injections and numerous electrical shocks, Metal Sonic imprinted new values and loyalties on Dimitri's mind. He is now one of them."

Shadow didn't know, but Metal Sonic had done (in a much less sophisticated and intricate way) to Dimitri what Gerald had done to create the Ultimate Life – reinforced weak organic structures physically, while keeping the infinitely complex organic mind; Basically combining the best of the mechanical and organic worlds to create a wholly supreme being.

"So now we have a Metal Sonic, Metal Shadows, and a Metal Dimitri to contend with." Eggman stated solemnly, while shaking his head, "A little bit of fun for everyone…"

"Actually…" Rykor cut in, "Dimitri has a new name for himself… He calls himself… _Enerjak_."

Shadow and Eggman raised an eyebrow at the strange name… though it was not as if Eggman wasn't a strange naming either.

"What does he think this is? A comic book!?" muttered Eggman under his breath.

"So now what?" Shadow mused, "Your Legion is without a leader, and Metal Sonic most definitely knows who works for who at this point."

"Don't be so sure of that…" growled Kragok, stepping forward a step and facing Eggman, "He knows of our kind now, and he knows of our loyalties, but he actually knows nothing of this… hedgehog…" he gestured vacantly to Shadow, who stiffened indignantly, "After Metal Sonic had Enerjak kill Rex as a demonstration of his power, he let us escape on purpose… so that we could relay two messages."

"Go on." Eggman was listening.

"One being that Your pathetic army doesn't stand a chance, I have millions on my side. and two, that the Ultimate Life form will be mine."

"How can you be sure he isn't lying?" Shadow asked neutrally, referring to the millions on my side statement. He wiped his bloody nose again; the bleeding was almost done.

"Metal Sonic can't lie outright." Eggman explained.

"I meant the echidna." Shadow clarified, jabbing a thumb at Kragok.

Kragok fumed but said nothing this time. He was grateful that their previous fight had been stopped before he inevitably lost. Revenge would come in time… when the odds were better…

Shadow continued, "…but if you put it that way, what if the millions was simply an exaggeration. An exaggeration is not an outright lie… it is stretching the truth."

Eggman refrained from answering Shadow again, which did nothing to help the increasingly unpleasant atmosphere.

"So who is in charge now?" asked Eggman, adding, "…of the Dark Legion."

"I am." Kragok stood taller, "I was third in command, and in absence of my two superiors I become head of the Legion."

Eggman nodded and Shadow simply stared. He couldn't believe that such a deranged creature would now have control of much of the operations. Even though Eggman was still number one overall, the Legion was always in control of itself – in alliance and submission to the Eggman Empire but still under its own direction. The two simply cooperated quite fluently because of their similar goals.

Shadow felt further apart; like a tool or prize in the scheme of things. Not really connected to the Eggman Empire, and definitely not with the Legion, he was his own team. It didn't bother him though… as long as he was given access to his personal files and learned more about his existence he would be satisfied in the end…

"Alright… alright…" Eggman pondered, obviously machinating, "What are your current numbers?"

"Myself, Kommissar, Xenin, Rykor, and… _Juli-Su_…" he said Juli-Su with contempt, "…are the only left of the living Legion. Mechidna count is exactly seven hundred and ninety two."

Eggman almost winced at the disappointingly low number, "Last time I checked status, I have four-hundred and fifty seven missiles stockpiled, around fifty medium-sized guard mechs, and Shadow."

Shadow bristled. He didn't like being referred to in the same line as machinery and weapons… and yet at the same time it fit; Gerald had considered him a top-secret weapon of sorts.

"I have more missiles being made down below… but we'll need more… uh… foot soldiers…" he turned to Kragok, "Would it be possible to manufacture more Mechidna?"

He shook his head, "They were living beings, former comrades, transformed entirely into robots. Not manufactured. While we do know a lot about them, we cannot replicate it. Even if we tried, building robots is not our best skill; we are better at… _manipulating the living_." he raised his claw in the air, grinned, and clamped it shut.

"I see…" Eggman fingered a moustache, "Then is there any chance you can recruit more Dark Legionnaires?"

Kragok had to think about that one. He glanced over at Kommissar, who tilted her head slightly. He turned back to Eggman, "Possible, but doubtful… we'd have to scout out some possible sources first…"

"Then by all means, get to it." he turned to everyone, "From now on, time is of the essence. We need to get our numbers up before someone attacks. GUN and Metal Sonic are major threats at the moment, and we only have four of the seven emeralds."

"What do you plan on doing with the emeralds, Doctor?" Shadow spoke up.

"Isn't it obvious?" Eggman grinned, "That's where you come in."


	12. Chapter 11

Author's Note:

Beware of some fairly provocative thoughts in this one.

Oh, and remember what I said about parings? That still stands. I like to play around with 'em, but nothing is permanent or definite, anything can happen, so don't get too comfortable or freaked out.

Speaking of definite… though at the moment no one's age is definite in my fic, you should know that [in my fic] Tails is somewhere between nine to eleven, Sonic is somewhat older than Amy, and Knuckles is somewhat older than Sonic.

* * *

**Chapter 11**

_Angel Island. Early evening._

Wind rustling the lush grass, the lush palm tree leaves, the lush red dreadlocks of a softly snoring echidna… none other than Knuckles of course.

Laying flat on his front, splayed out like a floppy stuffed animal, Knuckles had once again fallen asleep on the job while sunbathing on the warm rocks of the shrine. Not that he had much of a job anyway; that and he was supposed to be nocturnal. Tagging along with Sonic had thrown him completely off schedule, and he was trying to get back into the 'creature of the night' thing.

'Chicks dig the dark guys…' he had reasoned.

On the sparsely populated floating island, those few that actually managed to find the Master Emerald shrine were normally smart enough not to tempt the buff, intimidating Guardian who lived there. On top of that, Knuckles was very direct in dealing with passers by, whether their intent was to get a piece of that emerald or not. Trained to punch first, second, and then thirdly ask questions, he was very good at what he did… when there was something to do.

"Oh _yeah_…" at present he was groaning happily in his sleep, "Come to Knux… oh man… so big… round… _juicy_…" he unconsciously drooled a bit, and his hand twitched, "That's right… give it to me…" he chuckled a bit, tail swishing, "C'mon I mean it… give it to me…" suddenly his face frowned and his tone turned cold, "_I said_ give it to me…" he paused, apparently having some sort of conflict in the dream, then growled, "Give it to me! No! _They're mine! Hey! Come back here!_ You can't just let me touch them and run off like that, you tease!" his tone softened again on a sadder note, "I just want to squeeze them… taste them… eat them…" he then suddenly flinched, and groggily opened his eyes.

Sitting up, he wiped the drool hanging from his mouth. He blinked a few times to come to his senses. His stomach growled at him indignantly.

"Grapes." he said simply, looking at his stomach, "No wonder I'm having strange dreams about 'em… not enough in there!" he patted his stomach thoughtfully.

He looked to his left. There was a small woven basket full of ripe, juicy grapes. Red ones too; Knux's favourite. He hungrily reached out, grabbed a fistful and stuffed them in his mouth. To the grapes' right was the red Chaos Emerald. Its soft glowing illuminated a small area around Knuckles like a lantern, but it wasn't much use as the immense Master Emerald was directly behind him, that and it was still quite light out.

After the strange robot echidna attacked and took the yellow emerald from Tails, Sonic decided to spread the last two out, just in case they attacked again. The red one was given to Knuckles, who disliked the idea from the get-go.

'I already have a big-ass emerald to watch!' he thought, 'One responsibility is enough.' he yawned, 'It's not like I want to see the Chaos Emeralds go to an enemy, but don't drag _my_ emerald into it as well!'

He reached for more grapes only to find the basket empty. Disappointed, he picked up the basket, lay back on the rocks, and put it over his face.

'…but what about those robot echidna Sonic was talking about… what does it mean?'

Knuckles had not seen another _live_ echidna as far back as he could remember. He couldn't remember his mother, and only had very sketchy, vague memories of his father, who had raised him to be the next Guardian – he couldn't even remember their names. When he heard of the attack against Tails' home was made by robotic echidna, new hope of meeting one of his own kind was realized.

'Maybe there's some echidna guy making them! Or maybe there's a group of them… or it could just be Eggman up to no good?' he took the basket off his face and put it over top of the emerald nearby, hiding it's alluring light, 'I dunno… but Sonic better think of something soon. Running around looking for a dead hedgehog is not doing us any good…' he closed his eyes and tried to go back to sleep.

**...**

"Sonic… please come back to me, Sonic…" a white gloved hand reached out into the dark, "Please don't leave me alone! I miss the feel of your blue fur, your windswept quills, your scent of fresh air…"

Suddenly in the dark, appeared the blue one. He was facing away from the outstretched hand.

"_Sonic!_"

Without turning back he seemed to drift away.

"Sonic come back! _Sonic!_"

"Amy!"

_Tails' Machine Shop / Sonic Headquarters. Early evening._

The blackness abruptly melted away, revealing a very concerned looking young fox, "Amy…" he repeated, expertly masking his irritation, "Your screaming is interrupting my work. Please try to keep it down, okay? I really need to get this done!"

Amy sat up on the very puffy, checkered peach and cream-colored couch she had been sleeping on. There were punctures with stuffing spilling out all over its surface, due to the fact that Sonic and his spiny behind are not a good match for such a weak material. Tails was looking over the back, still looking harassed. He was working on fixing a failed engine in the Tornado, and was being quite meticulous about it. He was also still very upset about loosing the yellow emerald to the strange new enemy. …_and_ on top of that, was working on a new mecha to counter these new enemies. In other words, stressed to the max.

"Are you alright?" he asked, as she had not yet spoken, "Sonic said he'd come back this evening for a break… aren't you happy?"

Amy looked up at Tails, a little teary eyed and forcing a smile "Oh Tails…" she fluffed the fur on his head, "You're so young, you wouldn't understand… it's grownup stuff."

Tails just rolled his eyes cynically and hopped back onto the floor behind the couch, "Right…" He walked back to his workshop, making a point of closing the door in a way that could only show displeasure.

Amy turned and put her feet on the floor, again looking weary. Her unusually, and frighteningly large mallet was propped up against the end table nearby; within arm's reach. She slipped her hand under one of the couch pillows…

"Yeah, he's coming back." she pulled her arm out, fist clenched around something, "…but not to see me." in her hand she held the blue Chaos Emerald.

Sonic had lately become obsessed with the idea of reuniting with Shadow; frequently running off at random, sometimes not returning to Tails' machine shop / home for days. A true drifter, this behavior was actually normal for Sonic – the only difference this time was that his aimless running had a purpose… one that he was perusing relentlessly… one that seemed to be draining his spirits.

Before his frequent search missions had begun he would typically return from a hard days' for-fun run, relaxed and content on a runner's high. He would lie on a wing of the Tornado and recite all the interesting things and amazing adventures he had to Tails, and Amy if she was around.

Now when he returned he simply isolated himself, seeming tired and broken. Every failed search wrenching his free spirited soul and hopes of getting to Shadow before anyone else could convince them to their side.

…and so he kept running, in hopes that one day he would catch a glimpse of the black and red mystery - So far he hadn't… not the true Ultimate Life anyway.

He coincidentally found the red, yellow, and blue emeralds during his searches, and each time left one with each of his friends. One with Tails, one with Knuckles, then one with Amy. Amy was ecstatic that Sonic trusted her enough to give her an emerald, and as usual, took the gesture to all the wrong extremes. Though as of late she was starting to become as broken as Sonic…

'Pull yourself together, Amy.' she told herself, 'Sonic gave you an important job to do!' she put the emerald back in its oddly insecure yet witty hiding spot. A baddie with no sense of Chaos energy would never think to look under sofa cushions. Unfortunately they had yet to realize that many of their potential attackers did have some way of detecting Chaos energy - naturally or by machine.

'If you pull through for him even in the toughest of times, he's bound to come round! Yeah…' she smiled uncertainly and lay back on the couch.

**…**

Trees and shrubs streaked by in blurs of vibrant color as Shadow ran through the palm jungle. His feet barely touched the ground as he whipped around a corner at incredible speed, making the leaves rustle gently as he passed. A violet emerald was clutched in one hand, lighting his way though the dark.

On a whim, Eggman had allowed Shadow to do things his way – and he intended to exploit that window of opportunity to its fullest before Eggman changed his mind.

Shadow rapidly coiled his legs under him and sprung into the air to avoid a fallen log. He landed on the trunk of a hunched over palm tree, and ran up to the top. There he hopped from treetop to treetop, keeping his senses tuned into the Chaos energy signals he could just barely feel.

**Swish… swish… swish… swish…** he landed on each treetop just long enough to push off, the force of each leap making the tree bend and sway as he flew to the next.

Then he could see it.

'_Hello…_' he smirked, halting on all fours at the top of a palm tree. The tree swayed and threatened to tip right over from the force he had hit it at, so he went straight to work. Holding the violet emerald in front of him, he focused his eyes on the Master Emerald shrine, blocking out sight of everything else around it, and uttered sharply, "_Chaos Control!_"

With another flash of light, he re-appeared at the bottom of the steps up to the emerald shrine. The stepped walls of it were smooth, and much of it was covered with grapevines.

"_Who's down there?_" he was immediately noticed by the big red echidna guarding it.

'Well… that didn't take long.' Shadow crossed his arms and looked up. He could not feel the energy of the emerald he sought anymore… and he guessed it was because of the neutralizing powers of the Master Emerald.

Before Knuckles could look over the ledge, Shadow hand sprung on one hand over to the shrine's wall, and flattened himself against it. Glancing up he saw Knuckles looking out over the edge for the source of the energy surge he had felt, and sudden flash of purple light. Seeing his chance, Shadow scurried with blinding speed straight up a bare portion of the wall. When he was in range Shadow pushed off with his hands and feet, executing an arching back flip in mid air. As his feet swung up and around they flipped up and struck Knuckles soundly in the jaw. With a cry of pain and surprise as spit flecks flew, Knux's head snapped back as he stumbled in reverse a few feet. Shadow flipped full circle and caught himself on the wall, fingers and sticky soft rubber soles of his shoes digging into the few thin, shallow cracks the smooth wall had to offer. The instant he landed, he pushed into motion again and launched himself up over the ledge. Knuckles had just composed himself, ready to fight, as Shadow landed in front of him.

The grape basket was still over top the red emerald, and since the Master Emerald seemed to be blocking out his sense of Chaos energy, Shadow didn't notice it was there. Thinking this was just one of the clones, Knuckles spared Shadow any words before he attacked.

"_Hraaaa!_" he cried as he charged at Shadow, fist pulled back in preparation to strike and a fang bared menacingly.

Shadow waited until the last possible moment, then ducked under his blow, converted his forward momentum into a jump, and flipped in the air as he moved to land on the Master Emerald. It didn't work as planned… the Master Emerald seemed to have a cushion of soft energy around the top, and bounced Shadow clear off.

Knuckles turned and grinned, violet eyes sparkling in amusement as Shadow sailed over the edge of the shrine. After a long pause, he didn't return for more. Curious, Knuckles jogged over to the edge to see what had become of him. He cautiously peered over the side.

**BAM!** Knuckles received an uppercut to the jaw, and was then kicked hard in the chest which slammed him against the Master Emerald.

"It's true what they say about you, then…" Shadow eyed him up and down as he walked closer to the echidna, "Strong as hell but a fool." he smirked, "I tricked you twice… It's a wonder the Maste—"

"You're one to talk!" Knuckles stood up and assumed an offensive stance; "You can't even get your girlfriend's wishes straight!" Knuckles had heard the story of Shadow and Maria, and found it interesting that the very thing he cared about the most was something he had remembered incorrectly, and almost destroyed the planet because of it.

"What did you say! Shadow's eyes flashed as his amusement instantly turned sour, both at being interrupted and insulted, "_I dare you to say that again…_" he growled.

Knuckles began to circle Shadow, searching for an opening, a weak spot to strike. Not able to meet his eyes directly, Knuckles watched Shadow's feet, not risking loosing sight of his lightening quick foe again, "_I said_ you couldn't even remember your girlfriend's dying words… pretty sad if you ask me." he then suggested with a smirk, "Maybe you should have tried looking her in the face when you talked to her."

"Maybe you should try looking me in the face, _coward!_" Shadow hissed as he began to circle Knuckles, quills on his back rising, pupils narrowing, violet emerald in his hand glowing as it sent surges of hot, burning energy up his arm, "_How dare you speak of something you know nothing about!_" a grin, a broad, insane grin suddenly crept across his face. With the combination of his sharp-eyed look and spread quills, it was a disturbing sight indeed, "_You know…_ you're lucky I clenched my fist when I struck you that last time. The force of my open palm from that angle would have snapped your flimsy little neck like a twig!" the emerald sent more burning energy, more mind warping power shooting up his arm and into his body. His common sense began to blur… all he could envision was torturing this creature… sharing the pain he felt inside … he lunged!

Knuckles leapt to the side as Shadow dashed toward him. Shadow turned with him and their fists hit each other in mid air – neither in their roused state found it at all painful, but Shadow was easily pushed back by the Guardian's superior strength. Knux reared back for another punch while Shadow was stabilizing his balance, but it was single handedly deflected with the side of Shadow's foot by the time he thrust forward.

"_GYAAA!_" Knuckles cried. Shadow had suddenly gotten in his face and was pressing the violet emerald against the side of his face.

There's a reason most beings that seek the Chaos Emeralds wear gloves – the energy of the emeralds is so great at full power, that they burn skin and fur if you touch them long enough.

Shadow was so thrilled by his cries of agony as he singed a portion of red fur on his face right off, that he didn't notice Knuckles as he moved to strike again.

"_Kyu!_" Shadow was thrown to his back on the ground, still clutching the emerald as if his hand was fused to it. He put a hand to his stomach (where he had been punched) as he shakily stood, then did several handsprings in reverse as Knuckles immediately came at him in a series of jabs and hooks. Still holding his stomach, Shadow stopped right on the edge, toes balancing carefully on the rim of the ledge. Without waiting to dwell on his searing burn, Knux attacked again. Shadow twisted to the side to avoid the punch, the spikes on his knuckles millimeters from scratching his eye as he watched them pass.

"_Chaos Control!_" he cried, thinking of warping behind Knuckles in time to push him off the edge.

_Nothing happened._

"Wuh!" Shadow was stunned. Had he not been thinking hard enough?

**BAM!** After that millisecond of confusion, Shadow received a powerful left hook to the temple, which sent him reeling and tottering back towards the basket concealing the emerald.

"Man… you clones really are dumb." Knuckles chuckled, "You should know that the Master Emerald neutralizes the Chaos Emeralds in such close proximity.

Shadow's head spun – that echidna could hit hard!

'Ugh… focus…' Shadow shook his head vigorously, but to no avail… his surroundings still whirled as he saw three red blurs come at him.

"Now _get down_!" the Guardian ordered.

**WHAM!** Shadow received a brutal blow to the top of the head that sent him slamming chin first into the ground. The rest of his body followed so harshly that it bounced as it hit the ground. He bit his tongue on impact, puncturing it, which promptly filled his mouth with warm, salty blood. He choked on it, spilling it out of his mouth and onto the swerving ground. His grip on the emerald loosened a bit as he coughed for air, the wind having been knocked from him.

Knuckles stopped for a moment and stared at the blood, "Blood?" he opened his mouth in surprise, "…I thought you were… mechanical clones…"

Shadow groaned as his head stopped spinning, finally caught his breath, and he pushed himself up with his arms to sit on his knees, blood dripping from his mouth, and blank eyes making him look almost like a vampire after the bite. His look of anguish slowly returned to the insane air of before, and his snickered, "They _are_ mechanical clones… _fool_…" as he let out a single huff of amusement before his expression went neutral. It was the short calm before the storm…

"Are you… the real Shadow!" Knuckles faltered, stepping back, though fists still held defensively.

"_HRAAAAHH!_" Shadow bellowed. From his kneeled position he charged Knuckles' legs, grabbed them, and pulled his feet from under him.

Knuckles promptly fell on his back, and all of a sudden Shadow was over him pinning him to the floor. Under Shadow's surprising weight Knux couldn't move! Knuckles squirmed as panic rose through him. He wouldn't lose! Not after such dirty fighting. Shadow brought his face so close to Knuckles' they almost touched noses. They could feel each others heavy breaths. At this range there was nowhere else to look, and so Knux was forced to meet Shadow's penetrating scarlet eyes. Like a serrated blade, they seem to cut into his brilliant violet eyes, twisting through his head and down though the rest of his body. Beads of sweat formed on his brow as Shadow bore deeper into his soul – it was excruciating…

"…_you feel my pain? Do you feel it now?_" he whispered in an utterly sadistic tone.

He swore shakily, "…f-f-fuck y-you…" he felt as if his insides were being torn, rendered inside out, and his mind was a just a whirlwind of bad memories and unpleasant thoughts. He stifled a cry and winced his eyes shut for a second, but soon they were open again and staring at those alluring, cursed eyes. He couldn't look at them and yet he couldn't escape their clawed hold on him.

Though clenched teeth the demonic Shadow uttered, "Yes… I see inside of you… your pain is _nothing_ compared to mine." some blood dribbled from his mouth and fell on Knuckles' muzzle. He pressed the emerald into Knuckles' side, making him cry out in pain as it burned fur and flesh, "…remember that…" removing the smoking emerald, he grabbed him by the side of the head and slammed it into the ground, hard enough to make his vision spin and swerve.

Shadow achingly got up, wiped his mouth with the back of his glove and walked a little ways away from the writhing Knuckles. He tripped over something… looking down he saw a basket. He kicked it away carelessly, only to hear the familiar tinkling of emerald against rock. He quickly moved over to it, bent over, and cast the basket aside. The red emerald stared him in the face.

Hearing Knuckles sir behind him, he smirked, quickly picked up the emerald with his free hand and dashed off. When he was a safe distance away he warped back to Eggman's base.

Knuckles said nothing as he painfully got up… he was almost relieved to see him go.

'I gotta warn Tails and Amy… and Sonic.' he thought, rubbing his head and glancing at the Master Emerald for a moment. He ran to the edge of the shrine, leapt off, and spreading his dreads, glided towards Sonic Headquarters.

**…**

Amy sat up on the couch again; green eyes open wide and sweat forming on the back of her head. She had been startled by a sudden noise. It was dark outside, and only one soft lamp was on in the corner of the room, emitting a very dim light.

"Tails?" she called, looking over the back of her resting place, "Was that you?"

There was no reply. Nervous, she reached for her oversized hammer. It wasn't there. Panicking, as she suddenly felt a presence beside her she whipped her head around. She put a hand to her mouth and opened it to scream, but only a sharp gasp emitted.

On the sofa beside Amy, lounged Shadow. One hand was in the air, twirling the mallet around in his hand, and in the other was at his side on the couch, clutching the red Chaos Emerald. He saw Amy staring in shock and horror, and smirked sadistically as he tossed the strange weapon behind him, far out of Amy's reach.

He had quickly warped back to Eggman's base, left the spent violet emerald with a bewildered Eggman, and used the red one to warp to Sonic HQ. If an emerald wasn't involved, the 'cruelty' that followed may have not been so intense… he had no interest in taunting innocents, after all. It was just that the power of the emerald, the surging high it gave him, seemed to bring out the worst of his dark side… drove him mad.

"You have something I want." Shadow spoke quietly, a positively enchanting look in his eyes as he edged closer to her. His mouth wound had already healed, and a small bump on his temple and slight lump on the back of his head were the only visible injuries from his recent fight.

Amy squirmed backwards, though was gripped by shock and fear under his eyes, and so wasn't getting too far. She felt her rear touching the emerald under the seat cushion and stopped. No, she wouldn't give up so easily; she wouldn't run from the job Sonic had given her.

Shadow came closer, moving slowly, almost as if he were stalking prey. He neglected to remember this fairly irritating pink hedgehog's name, but it didn't matter… that's not what he was here for…

Still sitting on the emerald, she leaned back, trying to get as far as she could from the sudden aggressor without abandoning her post. She noticed he did not have the gold bands on his wrists.

"You're… t-the… real..?" she stammered.

"Very observant." Shadow's smirk intensified as he moved even closer. Interesting how she picked that up so quickly. Anyway, he knew where the emerald was, and would have to do an incredibly wicked thing to get it. Has he been himself, not under the influence of the red emerald, he would have simply cast her aside to get it… but since that was not the case…

Amy blushed and gasped as he slowly slid his free hand through her legs, white-gloved hand smoothly parting them as they brushed against her soft fur, and slipped it under the cushion. Had it been any other, Amy would have fought back… but he was so much like Sonic… same mischievous, peculiar look, same stature… even his touch felt the same… her eyes closed half way as his face came closer to her's, still staring deep into her soul with those bewitching eyes as he reached for the emerald. She felt sleepy and intoxicated under the weight of his body heat, the white tuft of fur brushing against her breast… he eased the emerald out from under her, the pressure of its movement making her flinch slightly as it brushed against her. She barely knew this hedgehog, but it felt so right, that she soon gave up and yielded herself to it.

Shadow thought it was a riot that he was so easily able to surmount his rival's girlfriend… and though he had no true feelings towards her, she was definitely not the least physically attractive female he had ever seen.

He now had two emeralds in his hands, and their combined energy making was strange impulses surface in his mind… some strange primal instincts that needed to be fed… he didn't consciously know what it was, not that he was fully conscious at the moment anyway, but instinct took over and he moved in on Amy, who simply fell limp with a sharp intake of breath as his nose brushed against the side of her face. He could feel a warm fuzzy feeling in his chest…

Shadow lifted two fingers from one of the emeralds he was holding and ran it smoothly up and down Amy's leg, making her shiver involuntarily. He nuzzled his muzzle up to her soft ear, ran his tongue delicately along the side, then nipped at it gently, about to whisper something… but Amy spoke first.

"_Oh Shadow…_" she breathed from beneath him…

Something flashed in Shadow's mind… the voice! It was so much like Maria's voice! The emerald's influence quickly took over again, pushed the thought away, and he went back to work. Over her, emeralds held up and behind her head so he wouldn't burn her, he could feel her body arching up as the magnetic heat between them intensified, longing for him to come down on her.

"You came to see _me_…" she seemed so happy about it.

Again some old memory was shaken in his mind by the voice, by her words… he began to snap out of the pheromone trance… this was wrong!

"I'm glad…" Amy started, but Shadow could only hear Maria's voice now.

Suddenly a vision violently stabbed him, occupying his mind, but only for a brief moment… it was scratchy and blurry… color faded… and played like an old projector movie before his eyes… Maria was in a hospital bed, hooked up to various tubing… He was hugging her. She reached out…

"…to see you too…" both Maria and Amy somehow said at the same time as Shadow felt slender fingers run though the white fur on his chest. He could see Amy and Maria stroking his fur at the same time… the thought jolted him awake.

"No!" he shook his head and jumped back, off of Amy and to the other side of the couch, dropping both emeralds in the process.

Amy looked at him; his eyes were wide in alarm and confusion, though looking blindly at the floor. There was sweat beading on the side of his head, and his face was red with embarrassment. He held his arms a few inches off the couch surface, as if not sure what to do with himself.

"No… not right… I would never think of you that way, Maria…" he whispered under his breath, "It's not right… I would never do that to you…" his arms trembled slightly.

"_Maria?_" Amy was confused, and a little hurt by the sudden withdrawal, "…who is Maria?" she slowly flipped her legs under her and crawled a little closer to him, face still red and body still heavy with arousal.

Shadow said nothing. His breathing was uneven, and eyes still wide, trying to fight something down… feelings he couldn't handle properly at the moment… fear… physical frustration… disgust with himself…

"Shadow..?" Amy cautiously reached out and put her hand on the side of his face, only to have him flinch violently at the touch and scramble away. He tumbled to the floor.

"What's happening to me…" he breathed as he shakily stood up, quills a little droopy, fur moist with sweat, ears snapped back against his head.

**CRASH!** Suddenly the wall behind them crumbled, making them both jump. Dust and debris flew everywhere. Fully conscious again, Shadow snatched up the red emerald and lunged for the blue. Amy beat him to it and he found himself grabbing her hand over the emerald instead.

"_Chaos Control!_" he cried, lip curling.

In a flash, they were standing outside in the dark a few feet away from Sonic HQ; Amy holding onto the blue emerald with both hands, and Shadow with one. They were standing on a white-sanded beach and the full moon was out. He pulled back to wrench it from her grasp, seemingly back to his 'normal' self, but she held on, eyes tearing in confusion and fatigue.

"Why are you doing this! I thought you would help us!" she croaked out.

Shadow said nothing and gritted his teeth, fighting the insane power that was surging up through his hands, rippled across his arms… threatening to take over once more. He pulled back again, forcing Amy forward and to her knees. Something shiny tumbled up her arm, stopping at her shoulder.

Shadow eased up on his strength a bit as he stared… it was one of his gold bands…

While Amy wore gold bands of her own, they were thicker, rounder, and didn't look like they were made of real gold. She had been wearing his band just behind her right bracelet, and he had not noticed it until now.

"I _won't_ let you take it!" she cried, in reference to the emerald, "Sonic trusted me to take care of it!"

Shadow felt the ground vibrating, and could hear the familiar sound of the large metal footsteps of a heavy mecha approaching. It was Tails, in a very much unfinished machine. Most of the wires were showing, and he sat open and vulnerable up at the top. The machine only had two large legs, one stumpy, unfinished arm, and a long metal tail sticking straight out behind it. It looked a lot like a dinosaur, with Tails being seated at the head. Speaking of heads, Tails had a huge welt on the top of his, for upon entry to his residence Shadow had taken the liberty of knocking Tails out barehandedly before going for the emerald Amy was guarding.

"Stop right there!" Tails bravely cried out, "I won't let you get away with this!"

Tails spun the machine around, the tail whipping around and threatening to grab or flatten Shadow. He made sure that only the tip of the tail would hit the enemy, and would not extend far enough to injure Amy as well.

Again, time slowed as Shadow made split-second decisions. He didn't want to take the girl with him, but he needed the emerald. Grabbing her in a rough, loveless embrace that caught her off-guard, he leapt away from the approaching tail and dashed far from the machine. When he had traveled a safe distance, he abruptly dropped her on the ground and again tried to pry the emerald from her tight grasp. She was putting all her weight and energy into holding the emerald, but only Shadow realized that it was the emerald's power sensing her strong will to hold on that was making her grip so strong.

Tails soon approached in his machine, "Sonic will be here any moment now! Just you wait!" he yelled as the machine struggled to trudge along the soft, sandy beach.

This gave Shadow an idea; a wonderfully malicious idea. With renewed confidence he let her have the emerald she was so desperately protecting, and instead scooped her up in his arms. He met no resistance, and he still clutched the red emerald in one hand. Shadow winced his eyes shut in concentration as he continually tried to resist the influence of the chaos emeralds.

Tails drew nearer, "_Hey! Put her down!_" he demanded with a hint of dread.

Shadow drew in a deep breath, and shouted back in his most powerful, bellowing voice, "_Stop._ If you want to hear where I'm going to take her… then stop."

Tails hesitated, and then halted, still a distance away from Shadow.

"I challenge Sonic for possession of his emerald. He is to meet me on the tallest building in the Metropolis."

"…but—" Tails was about to speak, but Shadow swiftly cut him off. Voice even stronger and sterner than before.

"_If he fails to show_, I will have to resort to more drastic measures to get the emerald from her hands…" he smirked, his spines twisting in an impressively intimidating display, as he said more softly, "_Imagine the possibilities…_"

"No! Shadow! Wait!" Tails called desperately, seeing he was moving to use his warping ability.

Shadow of course, didn't wait.

"_Chaos Control!_"

…and was gone…

**…**

The sound of wind and the faint noise of the city below rung in their ears, as did the cold silence between them. Shadow was balancing delicately on the thin iron grate railing on the edge of the building – the tallest skyscraper of the Metropolis – keeping a watchful eye out for his rival. Amy was sitting on top of a nine-foot high five-foot wide solid structure on the roof of the building – where Shadow had placed her – which concealed the only staircase up to the rooftop. As the door was locked and she was hundreds of stories in the air, she saw no point in trying to escape, and so clutched the blue emerald. Not only that… while his gaze was frightening, she did not fear Shadow himself… she had felt safe in his arms…

Shadow had hidden the red emerald in one of the rooftop vents, and was afraid to pick it up again in the presence of this female he knew so little about, yet almost did unspeakable things to. At the moment his mind was severely scolding itself, and he felt like leaping off the building and impaling himself on the flagpole far below as punishment for his actions.

'Why did I do that? I don't even know her name. Yet at the time… it felt right… but now I regret it.' his stomach churned at the thought, 'I would never… _do that _to you Maria… please understand…' in his heart, he knew she would understand, but still he dwelled on it. He closed his eyes for a moment to try and drive the thoughts away, but they held fast, 'It was the emerald's influence… it must have been.' he bowed his head lower and rested it on the railing, 'What's wrong with you!'

From her place on the cinderblock box, Amy looked up. She could only see him bent over the railing in apparent humility.

"Uh… um…" she gathered her courage, "Sh… Shadow?" she called rather weakly, but she saw his ears swivel towards her and knew he was listening, "Uh… sorry, but… could you get me down from here… please? It's kinda high."

There was an uncomfortable silence. Then Shadow mumbled something involving Maria, and slowly turned and walked towards her. His expression was very unpleasant as he walked to where she was sitting high up. After another pause, he looked up at her and said calmly, "Jump, and I'll catch you."

"…" Amy opened her mouth to say something, but something came over her, and she decided instead to stand up and take a leap of faith off the edge.

Shadow bent his knees and easily caught her. He let her lay in his arms for a moment, and then placed her on her feet. Amy held the emerald in both hands between them, as he gazed vacantly down at her, hands lightly on her shoulders. It was all he could do to resist the emerald's radiant energy.

She blushed a little as he spoke to her, "What is your name, pink hedgehog?"

"Amy." She said, staring at his white crest instead of making eye contact. She couldn't understand what it was about his presence that made her feel so small and insignificant, so subdued… maybe it was because of the way Sonic had been treating her lately… she _was_ feeling neglected and lonely after all. She longed for some company… perhaps that was it?

He removed his hands from her shoulders and turned away, moving back towards his vantage point. In his mind the emerald was screaming for his touch, but he wouldn't allow himself to be caught up in its deranged, impulsive world again… not yet…

'Maria… why do I have to be alone? Why do I have to suffer like this?' he winced for a moment, 'This hedgehog… so very much like you… but she is no substitute… and… even if I wanted to… I cannot see her for who she is… only you… I see you… I feel you… I even hear you…'

"Son—Shadow…" Amy called after him weakly, interrupting his moody thoughts. She found she had to think carefully before she spoke, because she kept thinking of Sonic each time she looked at him.

Pocketing the blue emerald, Amy walked over to him, around to his front, gently taking his wrists in her hands – Shadow's gold band tinkling softly against her bracelet. She had to look up slightly to meet his eyes, and she was able to this time, because he was looking off in the distance, and not directly at her. He had a disgruntled look on his face. She wanted to see what was in his head… but not being very skilled in that area, she was unable to get past the thick emotional barrier in front of his eyes. She tried to think of something to say, but no words came…

"Ah…" she gasped as Shadow unexpectedly wrapped his arms mindlessly around her in a hug, pulling her close. She relaxed as he put his hand on her head, resting it against his soft white fur. Closing her eyes, she listened to his slow heartbeat… fantasizing that this was a moment with Sonic…

A droplet of rain landed on Amy's head, then another, then one landed on Shadow. Moments later, rain was pouring hard, thundering like the applause of a crowd as it fell on and around them. The water seeped through their fur and drenched them to the bone, but all they felt was the warmth between them. …all Shadow heard was the sound of rain… the heart wrenching sound of rain,

…and so they stood there, in the rain, in embrace; Not seeing each other, but those they loved but could not have.

In the concealment of the wet pouring down on them, sagging his quills and soaking his face, Shadow cried.


	13. Chapter 12

Author's Note:

I actually wrote two scenes in here a bunch of different ways, and then picked what I thought were the best ones. That was probably the hardest part this time.

Lyrics are from Team Dark's theme, _This Machine_, from Sonic Heroes.

* * *

**Chapter 12**

The moment was wonderful yet excruciating at the same time, for Shadow anyway. Though he wanted to believe he was holding Maria, his mind knew better, and so his heart ached for her. He was thankful for the rain on his face, washing away the sparse tears, for in his right mind he would never cry in public lest it show the torrential emotions he so strove to keep behind his barrier. He would rather brood in private, not involve others… they would never understand…

For these few short moments in his endless life, the power of his own emotion was so strong and so mind occupying, that he was able to ignore and forget the alluring aura of the Chaos Emerald held between them.

Letting out all the pent up frustration, and sensing a friendly presence so close to his own felt good. …but all was soon interrupted by the arrival of his rival. He heard the sound of the sonic boom as the blue one gathered speed to run straight up the building.

"Sonic…" Amy's eyes suddenly opened wide as she heard the trademark sound of her true fancy approaching. She pushed away from Shadow.

Shadow quickly turned Amy around so she faced away from him. She gripped the slightly weakened blue emerald with both hands, and reaching around from behind, Shadow soon put his hands over hers – in case Sonic attacked straight away and he needed to warp.

**FOOOM!** Shockwaves spread out, forcing the still falling rain in every direction as the blue blur rocketed up into the air until he was a mere speck in the dark sky.

Shadow followed the speck vigilantly with his eyes, and so did Amy. Sonic soon dropped from the sky, executing unnecessary, though impressively graceful, flips and turns in the air as he fell. With a slight grunt, he fell on all fours several feet from Shadow and Amy, grinning in challenge and staring up at him with those sparkling emerald green eyes. He stood up straight.

"Sonic!" Amy suddenly lunged, trying to break away from Shadow, but he simply held her tighter to him, still trying to keep close enough contact with the emerald if he needed it. Shadow blinked rapidly to clear his watery vision.

"Playing professional hostage again, Amy?" Sonic ran a rain soaked glove through his equally soaked quills, smirking now, "Pick a nicer day next time, would 'ya?" he seemed to have bounced back to his old self already.

Amy just whimpered. What followed was an intense silence between them where only the rain could be heard, but it was eventually broken by the arrival of Knuckles and Tails. Knuckles climbed over the railing of the rooftop as Tails flew up after him. Sonic looked to his friends, then to Shadow.

"The gang's all here…" he shrugged, looking back at knuckles out of the corner of his eye, "What's your point big red? Where's this blood you were talking about?"

The rain thinned a little. Shadow shifted his weight, a little unnerved, as he listened while building that emotional wall back up.

"I dunno…" Knux strained his eyes, "Well… look… he doesn't have those rings either, see?"

"Yeah… first thing I noticed… different shoes, too… it's 'gotta be him!" Sonic's grin broadened – his long search was finally over.

"…but Metal Sonic could have changed one of the clones to look like the real one!" Tails protested, looking like a drowned rat in this weather. He too had been hoping that the real Shadow would side with them, and wanted to deny that this evil being was the real Shadow as long as he could.

"You're right, Tails." Sonic nodded, excitement dropping a level as he called out, "So… _are you_ the real Shadow?"

"Wouldn't you like to know?" he called back, face returning to its neutral habitualness.

"Well, I wouldn't want to be attacking the real Shadow. He saved my life… all our lives… I'd rather thank him than fight 'em!"

Shadow stiffened at that, and sensing it, Amy looked up at him to see his expression. He was still completely neutral, though his pupils twitched ever so slightly for a brief second.

"I want this emerald." Shadow said simply, changing the subject, "I'll fight you for it. She won't let go without your say, and I will not bring myself to break such innocent dedication." his strong voice noticeably wavered for a moment on his last two words. Shadow had again been comparing Amy to Maria in his mind; both would have done anything for the one they loved… even if it meant their own demise. Deciding it would be best to just get this over with so he could distance himself from the pink hedgehog that made painful thoughts surface, Shadow finished hardening his emotional center, resumed an evil air, and went back to business, "She will let go at your word when I have you defeated and begging for your pitiful life…"

"Ha! You wish!" Sonic assumed an offensive stance, "So who are you working for? Metal Sonic? Eggman? Yourself?"

Shadow roughly cast Amy aside; she stumbled and fell back to the ground, but didn't get up just yet. The three heroes moved to go to her, but were put back in line by a warning glare from Shadow.

"No… cheating…" Shadow said quietly.

The rain slowed to a drizzle as Amy sat up, looking torn.

"Disgusting!" Knuckles cried, outraged, "Even if she is your hostage, that's no way to treat a girl!"

Shadow ignored him, "_To answer_ your first question…" he bent and picked up a shard of broken glass conveniently on the ground nearby – someone had apparently broken some kind of bottle up on the roof – and raised the sharp, triangular piece of clear glass, regarding it as if it were the most uninteresting thing he had ever seen. He then lifted his forearm to eye level, took the glass in his other hand and pointed it down at his arm. Tails covered his eyes, Amy covered her mouth with one hand, and Knuckles & Sonic just stared in disgust and shock as he sliced a deep gash across his arm, making the red streak of fur there come alive and ooze; drip with blood. Shadow's right eye twitched briefly, but otherwise showed no outward reaction to the self-inflicted slice. He actually felt he deserved it, after all…

"Well…" Sonic said softly, "I'll be a son of a-"

"_To answer_ your second question." Shadow interrupted, "_I work for myself._"

Then suddenly, without warning, Shadow was at Sonic's throat. Shadow hit him with enough velocity that they both flew into the air and over the edge of the building. All of this happened before the bloody piece of glass even hit the ground, though no one noticed, as they were all too busy reacting to the sudden movement.

Sonic's three friends dashed to the railing and looked over, knowing there was nothing they could do now… it was up to the two supersonic hedgehogs to sort this out.

Falling through the air, Sonic tried to free himself from Shadow's grasp, but with no footholds and no way to spin dash, he was powerless except to struggle with Shadow's strong hands, clamped with vice-like properties around his trachea.

Time slowed to a dream-like crawl as the ground rushed up at them, Shadow over Sonic, pushing him into the approaching ground. He was grinning like a madman, pupils constricted to slits and irises like wildfire as he watched Sonic try to pry his hands from his neck. Their quills and fur rustled and tossed madly, and Shadow's blood beaded and dropped through the air around them. Shadow's eyes teared slightly from the rush and his stinging cut, Sonic's out of panic and the blood stuck in his head.

'That's right… I'm the faster one… I'm the stronger one… I'm the smarter one… I'm the dominant hedgehog… _I am_ the Ultimate…' Shadow chanted in his head as he slowly loosened his grip. He wouldn't allow this to end just yet… he rather enjoyed sparring with someone who could match his wit and speed.

At the first opportunity, Sonic immediately freed himself from Shadow's hands, and there was a moment somewhere around the fiftieth floor where the two made intense, riveting eye contact for an eternal moment.

_You try to take me down,_

stop the show…

_It seems you've never tasted fear,_

_or loss of control…_

_The power lives in me…_

_The power that is me…_

Sonic broke off first, immediately followed by Shadow and both spun dashed over to the wall, positioned themselves horizontally, and began to run straight down it as if gravity were tilted in their favor. Time was still crawling…

Thirty floors to go and neither were giving up in this vertical game of chicken.

Twenty floors…

Humans far below on the ground were now pointing, yelling, screaming, and generally causing a panic.

Ten floors…

Sonic looked over at Shadow…

Shadow looked over at Sonic…

Five floors…

The two simultaneously leapt from the wall and took their chase to the crowded streets. Sonic hopped from car roof to car roof on one side of traffic, Shadow mimicking his movements in eerie synchronization on the other side. Horns honked, people screamed and ran, and some just stood, awestruck.

Shadow and Sonic saw and heard none of this. They were in their own world with its own frame rate. It was hedgehog versus hedgehog; Just the two of them in these bizarre, blurred surroundings. They stared each other down as they hopped from car to truck to car to car, only occasionally looking ahead to see where they were going, to make turns, and appropriate adjustments in stride.

It was Shadow who got impatient first and went for Sonic. Sonic danced out of the way and up another building, this one only two floors high. Shadow followed, and suddenly the two were locked in hand-to-hand combat, their limbs a blur as they fought it out… though to them… all was slow…

Shadow went for a right hook, stepping in with his left foot as he did so. Sonic threw Shadow off balance by sweeping that foot aside with his own as he deflected Shadow's throw with his left hand, and simultaneously went for his own right hook. Shadow deflected that blow with his left elbow and thrust the heel of his right palm towards Sonic's chest, only to have it blocked by his left hand. At the same time, Shadow raised his foot for a kick, but Sonic stepped down on it, pushing it back to the floor. …and so it went on… matched in wits and agility, neither was able to overcome the other… this way, at least…

"Why are you…" Sonic yelled, struggling to hold his own in the fray, "…doing this, man! I tho—_ugh!_" he was cut short as Shadow landed a blow to his cheek, "I thought you had a change of heart!"

Both dashed back a few feet to size each other up again. They slowly circled for a second, their manes of quills bristling, and then froze. They each breathed deeply to catch their breaths.

Hearing no reply, Sonic spoke again, "I thought you finally saw the light… realized that it would be better to save the world than make it worse than it already is."

"_Humph!_ You think wrong…" Shadow coiled his legs, narrowing his eyes as he sank low to the ground for maximum spring, "I am unsure of why Maria wants me to live… but none of that is your business anyway."

"Heh heh… still going on about that girl, eh?" Sonic chuckled.

Shadow bristled further as he slowly clamped his hands into fists.

"I'll give you something… you're one dedicated guy…" Sonic also coiled his legs, preparing to leap away from Shadow as he knew his next words were sure to set him off. He chuckled again, "Hell, for all we know, she was just your _imaginary_ girlfriend."

"How _dare_ you bring Maria into this…" Shadow's lip curled as he sneered in disgust, "A new low for you, _faker._" and he lunged.

They took the battle to the air, both tucking into spiny balls of black and blue. They clashed in mid-air several times before landing on separate rooftops, eyeing each other at a distance for a good attack angle, then starting their mid-air clashing again.

Then Sonic got smart… he uncurled right before making contact with Shadow – the momentum still making him somersault head over heels through the air – arched his back as he flipped over the rapidly rotating black and red sphere, then brought his foot down forcefully on it.

"_Hyu!_" Shadow was hit hard in the back, bringing him out of the safety of his curl, interrupting his spin, and ultimately leaving him vulnerable. The world still moving in slow motion as the two flipped through the air, inertia still carrying them around and around, Sonic saw his chance and brought his elbow down on Shadow's chest, sending him flailing into a rooftop below.

**CRASH! …tinkle …tinkle… tinkle…** Except he didn't hit a roof… he hit a rather large skylight of some strange, grungy factory, and went straight through it. Without giving it much thought, Sonic abruptly followed with another spin dash. He landed on the floor of the darkened factory, ears cocked forward, listening intently for signs of life. His sneakers crunched the slightly bloodied glass as he turned to scan the area. The air reeked of… paint? Or was it varnish? Sonic couldn't tell, especially since his adrenaline was pumping madly through his body, and really it wasn't important anyway… but the _smell_… it was so sickening…

'Of all places… why couldn't it have been a chili dog factory or something.' but Sonic quickly turned his attention from his empty stomach back to the fight. He needed to be ready; Shadow had disappeared, and could attack again at any moment.

That was a good decision, because Shadow _was_ actually watching Sonic, stalking him from behind a huge vat of some unknown substance. The full moon was out tonight, and its light flooded the factory enough to make outlines of their surroundings, but deep shadows still prevailed. Shadow was waiting in one for him to drop his guard… to turn the other way so he could pounce. …but it got even better… Sonic drew closer to where Shadow lurked, walking slow and very cautiously, senses alert for a trap… the trap Shadow was about to spring… in his hand was another shard of glass… this one was long and jagged…

Shadow shallowed his breathing as Sonic stopped directly in front of him, his grip tightening on the sharp glass. He could feel his heart beating rapidly with anticipation, and prayed that Sonic couldn't hear it thundering in his chest.

**Zwing!** He swiped!

"_Ahh!_" Sonic jumped back as Shadow's makeshift weapon sang sharply through the air, cutting a thin red line dangerously close to the bottom of Sonic's eye.

**Zing!** The glass swiped out again, Sonic starting to loose his balance as he shuffled in reverse, away from the sudden assault – this time the glass cut a diagonal line across his chest. Sonic finally gathered his senses and found was leaning back too far to regain his balance again, so instead he did a back handspring away from Shadow, curled into a ball in mid flip, and bounced up to a rail-less catwalk high above.

Shadow put the now bloody glass between his teeth, raced over to a pipe, and shimmed up it to a catwalk next to Sonic's. There he took the glass from his mouth and looked through the darkness at Sonic.

Sonic glared back at Shadow, deadly serious look in his gleaming green eyes. Seeing an opportunity to get a rise out of him in return for the earlier untrue comment about his dear Maria, Shadow smirked and slowly raised the bloody glass to his cut arm. Sonic lifted an eyebrow as Shadow dipped the glass into his own wound, mixing the blood on the makeshift blade with his own. Sonic's expression then turned to one of disgust as Shadow ran his tongue along the flat part of the glass, licking both their life substances from its surface.

"Now there's a little of you inside of me…" he said deviously as he flicked his tongue over his teeth, and admiring his gruesome cut with an even more devious look, "Better watch out… I have a taste for my rival's blood now."

"_Ugh… You sick, twisted, bastard…_ I should have guessed you'd still be messed up." Sonic yelled, voice echoing off the silent walls of the fume filled factory, "If that's how you want to be, then fine, but I'll be there to stop you no matter what you do!"

Shadow's smirk spread, and suddenly he flew at Sonic again, grinding along a short pipe in the middle to make the transition from his platform to Sonic's.

Sonic assumed a defensive stance as Shadow came at him with the broken glass again; it flashed as the subtle moonlight reflected off it. Sonic lunged to grab Shadow's wrist as he swiped, but Shadow swiftly pulled back, slicing the palm of Sonic's hand open. Scooting back, Sonic hesitated getting closer again to strike… and that hesitation would cost him… Shadow instantly sensed the hesitation and went for Sonic, forcing him to the ground, going in for the kill… Sonic squirmed and tried to push him away with his feet as Shadow pinned him to the narrow grate; Shadow trying to force the sharp glass to Sonic's neck. Shadow wormed his way through Sonic's legs and pinned his hips to the ground with his knees. Sonic desperately pushed against Shadow's arms, bloody palm making blood run down his arm, as Shadow pushed the glass closer to his neck. He would make Sonic beg for his life… beg for mercy from the Ultimate Life form!

Their arms shuddered and strained against each other, each using all their might to force the blade on the other. Shadow was winning, having gravity and a darn powerful streak of confidence on his side at the moment. The blade drew closer to Sonic, and he pressed his head back, craning it as far from the blade as he could. It pressed through his thin blue fur and touched his skin… threatened to slice his jugular… to make him bleed to death… his life spill forth in a flood of crimson. Sonic grunted as he desperately tried to push Shadow off with his legs, but he refused to move from his position, sadistic grin plastered to his face once more.

"Have I won yet… faker?" Shadow rasped through gritted teeth, strain and fatigue present in his voice.

Sonic winced as he felt the blade press harder against his skin, felt its stinging slice as it began to break the surface. He wouldn't give in! He couldn't loose! Not like this! Not to an evil, sadistic, neurotic, and manic-depressive hedgehog that claimed to be his better! _Never!_

Fortunately for him things were about to go his way… Before Sonic could either die or think of what to do, there was a sudden movement, furious yelling and a crash to their right. Shadow's eyes snapped to the event.

Sonic took that distracted moment to suddenly heave Shadow from his body and kick him with both feet in the chest. As Shadow tumbled away, balance completely gone, he fell back, hit his head on the edge of the catwalk, and rolled off. Sonic watched in horror as Shadow fell, glass tumbling from his hand, five meters down and into the vat below, its foul, sticky substance enveloping his body as he broke the surface quills first. Shadow flailed around in the vat for a moment, the syrupy substance impeding his movement worse than water as he slowly sunk to the bottom.

Meanwhile, there was a wrestling match going on some distance away on the floor. A certain Guardian had found someone to fight with.

Knuckles growled as he flipped his surprisingly heavy attacker on their back and pinned them to the floor, but not for long… three metal tentacles flew out of the black hood and flung him off with three simultaneous blows to his shoulders. Knux hit the wall a few feet away with a grunt, but by the time he was on his feet running, the attacker was already making its way to the catwalk where Sonic was gazing down into the vat.

Sonic watched as the black and red figure struggled a bit in the deep pool below, then stopped moving. He didn't know what to do; neither of them could swim… so he just stared in horror and guilty indecision, hoping Shadow would somehow save himself…

The cloaked figure suddenly landed on the catwalk beside Sonic. Sonic looked up at it. There were no facial features to be seen under the dark hood.

"_Sonic!_" he heard Knuckles cry from a few catwalks over, "Watch out! It's got weapons! …and it's not friendly!" Knux was slowly making his way towards them by jumping and gliding from platform to pipe, to platform…

Below, Shadow was running out of oxygen…

'_Just let go… Shadow… just let it all go…_' his mind urged him.

His lungs burned, his chest heaved, his limbs twitched, his head swooned…

'Maria… I… tried… I really… tried…' he felt the exhausted air squeeze up from his lungs, rushing towards his nose and mouth, "I just want to rest… just want… to…'

He let out his breath; allowing the highly toxic substance known as varnish, enter his mouth. The taste was appalling, but at this point he was too whacked out to notice. If his eyes were open, he would have seen his exhale rise in slow sticky bubbles to the surface above him as his vision and hearing narrowed, and then turned off.

Up on the catwalks, the cloaked figure threw off their cloak in one movement. Sonic scampered back a few feet in shock at the sight of her and Knuckles stopped dead in his tracks one catwalk over, his mouth hanging open.

"Better hope you don't need saving _again_ after this…" she muttered down to the black blob far below.

It was none other than Juli-Su. Over her orchid colored fur she wore a bullet and laser proof black vest, and a black leather belt holding several weapons. She had a completely roboticized arm, three mechanical dreads, metal rocket-boots that went up to the knee, and a die hard look in her ever determined ultramarine-violet eyes. Not wasting any time as the two heroes gawked at her (for they had never seen a cybernetic echidna before), she removed her weapons belt and dove head first into the vat.

Knuckles joined Sonic on the platform, and both stared in disbelief as she disappeared after the black blob, down towards Shadow's limp body.

In his barely-conscious state, Shadow thought he was dead as he faintly acknowledged something coiling around him, tightening under the arms, and then gentle vertical movement as it pulled him up.

Juli struggled; she had kicked off the bottom while holding him, and was trying to get them both back to the surface. Blind, as she dared not open her eyes in this liquid, and impeded by Shadow's weight, her own heavy body, and the viscous substance, she wasn't going to make it.

'_C'mon, damn it!_' she roared mentally in anguish, then grunted more quietly, '…gotta… get you… breathing!'

Desperate now, she extended her three tentacle like dreads, reaching up through the surface, straining up, higher… she felt no contact; were they long enough? She kicked harder so she could get up a little higher, and finally with a wave of relief, felt the tips touch the grate and bars on the underside of the catwalk.

She grabbed on with the little three pronged claws and ordered her dreads to retract, pulling herself and Shadow from the vat of varnish, up through the surface (she gasped for air but did not open her eyes), and praying that Sonic and the Guardian would not attack them. They didn't… instead they did a surprising thing… they helped the two sticky forms up and onto the catwalk.

Their furs stained and dripping with the caramel-colored, smelly, vomit inducing substance, Juli-Su quickly wiped her eyes and wasted no time in giving Shadow's back a sound thumping in three different places. The well-aimed force immediately made him gag and cough up a good amount of the stuff. She let him gag for a moment and did it again, making him keel over and gag violently again. He spat messily a few times, fingers trembling slightly as he weakly twisted them through the grate, vision spotty and near psychotic in color. He wheezed, took in a deep shaky breath, then Juli hit him again in those three places, making him gag and sputter all over again. From Eggman, she knew that as long as Shadow was able to breathe, he would recover…

As Sonic and Knuckles watched the disturbing spectacle, Tails carefully helicoptered through the broken hole in the skylight, strenuously carrying Amy. The two landed behind Sonic and Knux, uncertain which was stranger: the sticky cybernetic echidna, or the sticky gagging and now dry-vomiting Shadow.

"What's happening?" asked Amy carefully as she pushed herself between Sonic and Knuckles. As Sonic snapped out of his trance to reply, Juli-Su dove for her weapons belt.

"_Oh no you don't!_" Knuckles stepped on her hand and grabbed her by a robotic tendril.

Juli-su growled in furious pain and tried to move her mechanical dreads, but they wouldn't move very well… the varnish had made them gooey and useless. She swore as Knuckles kicked her utility belt back to Tails, who picked it up to explore its contents.

"_Hey!_" she yelled angrily through clenched teeth, "_Kid!_ Be careful with that—_urrrgh!_" Knuckles forced Juli's head back to get a good look at her in the dim moonlight.

"You're an echidna?" he asked, surprised.

"I don't know about me…" she muttered, teeth still clenched, "…but I know you're not much of one!"

"Oh… pardon me?" he curled a lip and bared a fang as he pulled her head back further, making her flip onto her back to prevent her head from being snapped off, "Say that again?"

"Screw you!" she snapped.

"That's enough, man…" Sonic said quietly to Knux, who immediately released Juli and shrugged. He then motioned for all of them to look at Shadow.

Shadow sat up very slowly, tried to get to his feet, but stumbled and fell back to his knees. Sonic walked over to Shadow, Amy clinging to his shoulder and both stepping carefully around the steaming, though surrendering Legionnaire as they went.

Shadow was turned away from them, eyes closed, breathing deeply with the occasional shudder. His quills were a mess, standing, twisting, drooping all at once in erratic patterns every which way, and hardened in that position because of the sticky substance.

"Shadow… seriously man… we don't have to fight. Do you want to talk about this?" Sonic asked quietly, trying on his best 'good guy' air.

Shadow shook his head and almost laughed, "Talk about this… huh!" he spat through the grate, "_No_ I don't want to talk about this… I only want that emerald." he coughed violently as he tried to catch his breath.

Knuckles held up the red emerald he had retrieved from the vent, and Amy pulled out her blue. Shadow could feel them, he knew they were there, but it would be futile to try and get them with both Sonic and Knuckles here in such close range. He felt too weakened and miserable to try for them anyway.

Juli-Su considered the possible exits; there wasn't much choice. If she took out the Guardian she would still have Sonic, the kid now fondling over her weapons and the girl (who seemed no threat, but she would never assume) to contend with. As young as he was, the fox boy didn't need to be a surgeon to get a good clean shot at her in this proximity. Plus her dreads were shot again. She waited for Shadow to make a move, and _if_ he moved she would follow his lead instead.

"This is easy to figure out." Knuckles finally said, "You two are working on the same team, and you were responsible for that attack!" he raised his fists, as if preparing for another fight, and muttered to Shadow, "…working for yourself my ass."

"Believe what you want, it won't make a difference in the end." Shadow took an interrupted breath to speak again, but was cut off by…

**BARRROOOM!** An explosion that sent all six of them sailing through the air, and to the floor far below.

Sonic landed the hardest, as Amy was still on his back. As if to voice his annoyance, he said rather harshly, "Amy, get out of here! Run!"

She did as she was told, taking the blue emerald with her. Sonic flipped to his feet and readied himself.

"_Tails_, take this and go!" Knuckles tossed the red emerald to Tails and took a place beside Sonic. He was soon flanked by Shadow, who was looking up at the smoking hole in the ceiling, though he looked very tired and disinterested. Sonic noticed that Shadow's legs were shaking very slightly under him. Would he be able to fight now?

Tails ran after Amy, an angry Juli jogging after him, "Hey kid! Give me my freakin' belt!"

"What's going on?" Knuckles demanded of Shadow.

"I was about to ask the same…" he replied neutrally with another cough and a spit.

Juli-Su came up beside Shadow, belt back around her hips, and now holding a laser pistol in each hand.

"That sure ain't us!" she growled, "_No one was supposed to follow_."

A cold, metallic laugh resonated throughout the factory, "_Humm humm humm humm humm…_"

Then Metal Sonic hovered through the crude opening, hovering on Shadow's Air Shoes and with help from the jet engine in his torso.

"So that's why your shoes are different…" Sonic mused, swiveling an eye over to Shadow, "How in the hell did he manage to—"

"No time for that." Shadow said, voice oddly urgent and desperate, "We've got to take him out or run before he calls in his friends."

"Right." Juli-Su cocked her pistols, aiming them steadily at Metal Sonic, "Temporary truce, guys?"

They all nodded in agreement.

"We can take 'em!" Knuckles bent his knees, ready to spring.

Then they came… hundreds of clones poured in, flowing like a liquid shadow as they swarmed around Metal Sonic.

"Holy crap!" Knuckles' stance wavered for a second.

It only got worse, as a billowing, shredded cloak floated into view beside Metal Sonic.

"It's Dimitri!" Juli gasped, eyes alight with noticeable terror, "Okay… Metal Sonic alone, maybe, but Dimitri, too? _…and the clones?_" she looked to Shadow, "We've got to get out of here!"

"I second that." Shadow voiced, "There's no way we can defeat all that at once… not here, not now." he turned his head behind him and spat again, the awful taste of varnish still burning his mouth.

The two dark ones looked to Sonic and Knuckles.

'Dimitri…' Knuckles paused in thought, 'Where have I heard that name before?'

"Do you want to live to fight another day or not?" Juli shouted.

Sonic studied the two hovering figures and the swarm of clone Shadows. He rarely, if ever backed away from a fight… but Shadow was pretty weak right now, and even he was willing to back off…

"Alright… Shadow? Get us out of here!" he said finally.

"What? We're leaving!" Knuckles wanted to stay and fight.

Shadow started to run for where Tails and Amy had run off to.

"You stay then." Juli said coldly as she ran after Sonic and Knuckles.

Knuckles bristled, then ran after her.

"_Hey-what?_ _Where are you going?_" bellowed Metal Sonic indignantly, confused and almost hurt, if his circuits even allowed those emotions, "_Don't you want to meet my newest creation?_"

Sonic returned for one moment, looked up at Metal Sonic, smirked, flipped him off, then ran back after the fleeing group. Metal Sonic just tilted his head to one side, not entirely familiar with the gesture, but offended nonetheless.

"_Go…_" he told Enerjak.

Followed by a stream of hovering clones, Metal Dimitri floated slowly after them… too slow to be of any use in this pursuit.

'_Ridiculous… I should have given him jet engines…_' thought Metal Sonic, "_Enerjak. Stay._"

The billowing black cloak stopped as Metal Sonic zoomed after the group instead, unsheathing a blue energy kris sword as he went, and followed closely by two clones on either side.

Shadow, Sonic, Knuckles, and Juli-Su found their way outside, where Tails and Amy were anxiously waiting, clutching the glowing emeralds with very concerned looks on their faces.

"Tails, Amy! Give Shadow the emeralds!" yelled Sonic as he sprinted up to them.

"What?" they both cried.

"He's gonna get us out of here!"

Shadow came up beside Sonic, head bent low, coughing and gasping for breath as he held out his hands. Knuckles caught up and stood beside Sonic, panting slightly. Tails and Amy resentfully handed Shadow the Chaos Emeralds. Shadow looked at them, trembling a little as he resisted their energy, hesitating.

"Well, c'mon! Let's do it to it!" Sonic smirked, eager to feel the rush of the Chaos Control again.

"Where's that Legionnaire..?" Shadow asked darkly, un-amused.

"Legionnaire? Is that what she is?" Knuckles was intrigued, "I've heard that term before as well…"

Several laser shots and a couple of crashes were heard, then a scream of anguish pierced through the night as they all turned to look back at the door from where they had come. Two clone Shadows lay mangled on the ground, lasers burned through their thin metal shells. Hovering with the jet engine on his back and the Air Shoes, Metal Sonic was suspending Juli-Su in the air by a fistful of dreadlocks, none of them mechanical. He was a truly frightening sight to behold, his whole body sharp at every end, metal spines stretching out in an awesome display, orange eyes gleaming, sharp claws extended, brandishing a twisted looking glowing sword. …not to mention holding a rather heavy echidna in mid-air with one hand, as if she were of no weight at all.

"_GO!_" she screamed in obvious pain, "WARP! GET THE EMERALDS OUT OF HERE!"

Metal Sonic laughed; Shadow staggered and squirmed as the group all jumped on him at once, Amy hugging him from behind, Tails attached to his leg, Knuckles hugging him tightly from the right side, and Sonic gripping his arm on the left.

"You heard the girl!" yelled Knux, "Get us out of here!"

"You know…" mumbled Shadow lowly, not at all impressed with the sudden physical contact, "Heroes like you aren't supposed to say things like that…"

"He's right Knux we have to do something!" Sonic started to calculate mentally how fast he could get to Juli-Su.

"GO! I WON'T BE YOUR DOWNFALL!" she screamed desperately.

Metal Sonic then dropped one of her dreads, so that even more of her weight was being suspended painfully by the hair and quills that made up her dreads.

"FUCKING HELL! JUST GO!" she screamed again, starting to go hoarse.

Shadow considered the situation… what she had done for him… then said almost wearily to the clingers, "Whatever you do, keep _quiet_ and don't let go." he closed his eyes in concentration as he felt all their grips tighten on him, 'Damn it, I hope this works…'

Metal Sonic was speaking, but he blocked it out of his mind. He let that burning energy flow up his arms… To warp so many in what he was about to attempt was foolish and dangerous. It would also need split second timing and concentration… and someone insane enough to do it.

"_Chaos Control!_" he bellowed.

**FOOOOOOM!** They all disappeared in a cloud of light, and then instantly reappeared in mid-air, exactly where Metal Sonic was hovering.

The following happened in a fraction of an instant: Metal Sonic immediately dissolved into a particle cloud as Shadow and the group passed right through him. Then as the group and Juli-Su all began to fall from the air, Shadow reached forward and grabbed Juli-Su in an embrace with his already full hands, and roared over her shoulder, "_CHAOS CONTROL!_"

**FOOOOOOM!** With a crack of noise even louder than before, they all disappeared; minus Metal Sonic who had floated away to reassemble himself for an attack that would never take place.

They reappeared in a dark, under construction building across the city. Only the cement floors and walls had been finished on the metal skeleton, and they all fell painfully in a pile to the floor of the thirty-third story. Shadow was on his back on the bottom, and everyone else – Sonic, Knuckles, Amy, and Tails – lay twisted around him, dazed and confused, save Juli-Su… she was right on top of him, his chest heaving in exhaustion under her, their fur and sparse clothing somehow cleansed from the varnish. When Shadow dropped the near spent emeralds and opened his eyes, he wasn't surprised to find her deep purple irises staring into his. She looked flabbergasted. He wrenched his arms and shoulders free from the clingers, and pushed his front end up with his forearms (the cut on his arm was now almost fully healed), Juli-Su still on top of him. He raised an eyebrow at her, still breathing heavily, "Get off me."

He tried to roll her off, but she wouldn't budge – her arms were still wrapped around his torso and her stare was unwavering – apparently speechless and numb, he guessed it was because of the sudden change in scenery he had made. Going from being prepared to die to lying on top of someone, wasn't exactly… subtle.

Seeing she wasn't going to move, and too tired to force her off with a sudden, violent gesture, he slumped back to the ground and closed his eyes. He was all Chaos Controlled out, and the fumes from the disgusting substance had given him a severe migraine.

The four goodies around them groaned as they tried to sort up from down.

Shadow felt Juli crawl up him and shift her elbows over and behind his shoulders. He could feel her breath on his nose for a moment, and the weight of her dreads falling around them. Annoyed that his fatigue was being taken advantage of, he opened his eyes to make another attempt a getting her off. What the hell was she doing, anyway?

She was sleeping, head to one side of his face. Now, he wouldn't have a major problem with that under the circumstances, except for that she was sleeping _on_ him, snuggling into his chest fur – and only Maria, who happened to be dead, had those kind of snuggling rights.

…but, as she was so heavy, and he was so wiped, he decided to tolerate this intolerance until he had enough energy to do something about it. Rolling his eyes in exasperation, he put his head back down and closed his eyes, only meaning to rest for a moment, however… _he fell asleep_.

He woke up from a dreamless sleep a quick twenty minutes later to the sound of fire crackling. He was lying now on his side, facing away from the source of heat behind him, no one around him, and no Juli-Su on top of him. He could feel two pinpricks of energy nearby that were the two drained emeralds. If they were used again, even for the shortest distance or smallest task, they would almost certainly transport themselves to a random location.

'What just happened?' he thought, unnerved with himself as usual, 'How did I manage that? Dreamless sleep… or was it unconsciousness…' but he didn't think of it any longer, as he had enough unpleasant details to rack over…

A little ways away, Tails had started a small fire using some construction materials and a lighter he had found after a few tailspins around the site.

Shadow quickly glanced behind him; Sonic was sitting on one side of the fire, mesmerized by its glow. Amy was clinging to Sonic's arm (who just ignored her), and looked very bewildered. Knux was next to Sonic, glaring at Juli-Su who was on the other side, glaring back at him with a fanged snarl. Tails was next to Juli-Su, doing something to her mechanical dreads… Shadow turned his head back around and swiveled his ears to listen instead.

"So what happened to you? You said you're not a robot, so why do you have these cybernetic parts?" Tails asked.

"They make me stronger." she said calmly, not breaking her stare with Knuckles.

"Oh…" Tails was fascinated with the intricateness of her mechanical dreadlock, and was bending and twisting it to see how it worked, "…Sonic always tells me it's better to get stronger by training."

Sonic smirked and flicked an ear to that.

"Yeah…" Juli sighed, seeming resentful.

Tails looked at her curiously, "Did you make a mistake, Miss Juli?"

Juli broke her angry eye contact with Knux and looked down at Tails, her eyes wide with surprise. She had been quite rude to him a short while ago, and yet he was so polite.

'Very mature…' she thought, thinking differently of herself for one regretful moment.

Tails looked back at her dread, "It's okay, everyone makes mistakes." he studied the little three prong claws on the end, "It's the only way we can get better. We have to find out what works and what doesn't… what we can and can't do… how it affects everyone… and especially yourself." he smiled, "Kind of like when I build a new machine."

"For just a kid you're pretty smart, you know." she said quietly, smoothly rippling one of her snake-like tendrils for him to see. She smiled slightly as his eyes lit up with marveling, and then went back to giving the Guardian hard looks, only to find that he now had his eyes closed.

"So what did you do?" Knux asked.

"I didn't do nothing." she muttered.

"Denial… Figures." Knux leaned further back on his arms.

"Nah… just don't recall it being any of your business." she sneered.

"_So,_ Sonic? What are we going to do about the two emeralds now?" Knuckles asked, ignoring Juli's comment.

"They can keep the red one…" he said methodically, face blank of expression, "…but Shadow has to deal with me if he wants this one." he pushed the blue emerald out from behind him. It was transparent blue, with only a tiny glowing light in the middle – it was still very weak.

"What? You're going to just let them take the red emerald!" Knuckles' eyes snapped open in exclamation.

"Yeah… why not." Sonic's gaze didn't waver from the fire.

"…but they're attacking us! We may have a truce right now, but they're our enemies!" he protested.

"Are they?" He asked. There was a pause, then Sonic looked up though the fire at Juli, "Before I give it to them… I'd like to know why." he leaned back on his arms, stretching his feet out before him.

"Why what?" she asked suspiciously.

"Don't play dumb, smart ass—" Knuckles started.

"_Get bent!_"

"_You wish, cu—_"

"_Knuckles!_" Sonic scolded with a look, obviously more pissed than previously assumed, "Could you _please_ let me talk a sec?"

Tails shifted uncomfortably. Amy remained silently glued to Sonic's arm, though she had quivered when he snapped at the echidna.

Knuckles stood up, face twisted in anger, "Fine. I've got a job to do anyway!" he walked over to the edge of the floor, "You kids can watch your own backs…" and with that he leapt off and glided away, back towards his island.

After a short pause, Sonic looked back to Juli, "So why do you need these emeralds? Maybe we could all work together."

"Not likely…" she smiled with amusement.

"You're obviously against Metal Sonic… why not?"

"Because…" her face suddenly jaded over, "It's out of my hands… alliances and such are not up to me."

"You did call the truce."

"It was necessary. Only temporary. …and I'm not allowed to kill you or the Guardian anyway…"

"What?"

"You heard me… your lives are reserved. I won't say anymore of it."

There was a long pause as Sonic connected several thoughts at once.

Tails was thinking hard, too, trying to put two and two together. She was not saying things outright, but hinting... Did she mean that Shadow wanted to kill them, or were they working for that certain someone..?

"What about those metal echidna… you're working with them, right?" Sonic pressed.

"So, what about them?"

"Where did they come from? Who commands them?"

Tails added, "It's definitely not GUN, and they don't look like Eggman robots… so..?"

"…and what about…" Sonic gestured to Shadow and added quietly, "…_him_… you saved him, and… he saved you, so you must be on the same team?"

Juli-Su sank deeper into her jaded state as the flames of the fire mesmerized her, grumbling, "Humph… I'm not even supposed to be here… and I've said too much… they'll probably try to torture me when I get back…" she turned away from the fire and stood up, facing Shadow. She looked at him for a fleeting moment, and then walked into another room.

"…_they?_" Tails said meekly.

"… just tell me _why. Why_ do you need the emeralds?" Sonic called after her, though she was now out of sight.

"Ask _him_… he's the emerald know-it-all." she trailed off, only Tails hearing the last part, "…the neurotic hedgehog…"

Sonic slowly stood up, Amy's grip sliding down to his leg as he glanced over to Shadow. Shadow's ear twisted towards them confirmed his consciousness. Amy refused to look at Shadow… now that she had Sonic back, and her mind was almost back to where it was normally, she actually felt violated. What had she been thinking back there! As the unsettling scenario played over in her mind, she tightened her grip on Sonic's leg, very thankful no one had witnessed her moments with Shadow.

"Well, Shadow…" Sonic crossed his arms, "What do you have to say for yourself?"

There was a long pause, and then with a sudden heave, Shadow flipped himself upright. He stretched his back as he stood, spines parting for a brief moment, showing the hundreds of quills and hairs that made them up.

Amy still refused to look, and as Shadow moved to turn around, she got up and retreated into another room. Tails ran after her. Shadow was relieved when he turned around and she wasn't there… and Sonic seemed quite relieved that she was no longer clinging to his leg.

"I say this…" he said darkly, no expression on his face as he crossed his arms, "…_a rematch_."

"Stop changing the subject!" Sonic exhaled in frustration.

"If I told you why I needed the emeralds I'd have to kill you."

"Oh… yeah… very original." Sonic rolled his eyes at the cliché, "Alright, fine; A rematch. Can we do something less life-threatening this time, then? A race maybe?"

"That will do."

"Okay, a race for the blue emerald." he picked up the blue emerald and tossed it to his other hand, "Where?"

"Your pick… I'll find you wherever you go." he looked at the emerald lustfully, then shut his eyes as he looked away from it.

"In how long?"

"Now." he opened his eyes again, but was now looking at the floor.

"No. Metal Sonic will see us."

"Where is he now?"

"He was hovering around the city for a while, trying to detect the emerald's power, but they were so weak he couldn't find us. Some people saw him, and GUN was eventually called in. They chased him away from the city."

"He didn't fight back?"

"No. It's crazy, I know… but that's like everything these days."

Shadow slowly turned away, "I agree." he dropped his arms and walked over to the ledge. The fire in the middle of the room was almost finished burning, illuminating the dark cement structure with a red glow.

"I don't want us to be enemies, Shadow. We could work together, bring down that metal head… Eggman too, and maybe even get GUN reformed."

Shadow said nothing to that. It was tempting, and he knew they could be a more powerful team, joined with Sonic, but Sonic didn't have what he wanted… his ultimate goal… files that would let him realize his past and his true purpose for being… _what_ he was.

Sighing, and seeing that he wasn't getting anywhere, Sonic repeated, "In how long?"

"I'll contact you, in a few weeks maybe…" Shadow leaned against the wall, looking down over the edge to the ground. Then he jumped and felt his fur stand on end when he realized that Sonic had suddenly stepped up beside him.

They stood in silence for a moment. Two hedgehogs so much alike, yet so contrasted at the same time.

"Sonic…"

"Yeah?"

"When you're holding a Chaos Emerald… when it still has its power…" he gestured to the spent emerald in Sonic's hand without looking, "Do you find yourself… loosing control?"

"Huh?"

"… … …" Shadow looked to Sonic out of the corner of his eye for a split second, then looked back down at the ground far below. He didn't want to speak so openly, but he didn't know of anyone else who might have an answer for him. "I don't know… I just can't seem to handle it anymore…" he rested his head against his fist propped up on the wall beside him, "The power of the emeralds makes me think… makes me do strange things…" his quills shivered for a second as a flash of the evening's earlier events came to mind again, "I've always felt a strong pull towards them, but… recently I find myself not being myself anymore… I… I just can't control it the way I used to." he sighed, "I must be loosing my mind." he paused for a moment, "You're one of the only beings I know that understands the emeralds on a deeper level. I wanted to know if you felt it, too."

Sonic was shocked at his sudden openness; he didn't know quite what to say, "Well yeah… I do feel it… they send you on a power trip for sure… that's what they've always done… that's what makes them so dangerous! And why I always feel a certain responsibility to keep them from the hands of evil." he looked at Shadow, "That's why I was asking what you needed the emeralds for."

"Against this world… I am neutral."

"Then why are you teamed up with Eggman again?" Sonic pried.

Shadow was jolted from his calmer state. He stood up straight and looked at Sonic out of the corner of his eye.

"Damn… I knew it all along." Sonic took a step back from Shadow, as if he were going to attack again, "Eggman was being so quiet… I figured he was hiding something… but _why_, Shadow? What can Eggman do for you?"

Shadow put his hand on the wall again and turned to it, head hunched over, "He can show me… what I've forgotten…"

"Ha! Yeah right! The guy's the biggest double-crosser in the his—"

"_Even so_," Shadow interrupted, voice slightly muffled against the wall, "I can't take the chance that he _does have what I want_… what I need… and if I find out he doesn't… _I'll kill him_ and move on. No loss to me…"

Sonic just shook his head in disappointment; he knew Shadow had always had it rough, but also knew there were other ways, better ways, to get things from Eggman. Figuring it would be better not to start up an argument and possibly another fight with GUN still patrolling the city, Sonic turned and walked to the other open end of the room. There would be more chances to try and win Shadow over to his side, and for now he would give him some space to think. Just knowing that Shadow was still alive and having the opportunity to speak with him had successfully renewed his spirit anyway.

"C'mon Tails, Amy… let's go home." Shadow heard him say.

Then Sonic dashed off, Tails carrying Amy through the air after him. Amy did not look back.

When Shadow was sure they were gone, he turned around. The fire was completely out; the ashes chalky white and grey, and the room was dark, save the light from the city that poured in. He noticed something gleaming by the ashes on the floor, and walked over to it. It was round… it was… one of his gold rings. He picked it up. Who had left it? Amy? He shuddered as thoughts of his encounter with her surfaced once again.

'Go away…' he told the thoughts.

It could have been Sonic. Shadow turned it over in his hand. What were these strange gold bands… what did they mean? What had they been for? He stared at it hard, tracing a gloved finger across the rim. The first time he could remember wearing them was way back on the ARK.

Approaching footsteps then interrupted his pondering. He didn't turn to look as Juli-Su walked back into the room and over to the ledge, didn't see the blood seeping through the palms of her gloves, but he heard the sound of the red emerald clinking against the floor as she tossed it towards him.

Shadow looked down at the emerald. He wanted to hold it. He hesitated, then warily picked it up with his other hand and inspected it; it still wasn't enough to get them back. The emerald was so weak he could barely feel the heat of it in his hand, and though it would mean a long run back, he was relieved. He looked at the gold ring, the emerald, then at Juli-Su. Even when it was this weak, would its influence affect him? After a minute or two of thinking, he decided to find out. He walked over to where she was looking out at the city and stared out as well. He felt no mind-bending rush from the emerald, and so a long, peaceful silence followed. Shadow was actually thinking of how to word his question. There were a few things he wanted to set straight with her…

"Why do you follow me?" he asked quietly, still staring at the dark scenery with a monotone expression.

"Huh?" she snapped out of the silence but didn't look at him either, "_Follow_ you? What do you mean?"

"You stayed by me when I was injured—"

"Well, I was ordered to." she defended.

"You watched me skate that evening before the incident with GUN—"

"…" Juli faltered, "Right place at the right time."

"You came to rescue me from GUN—"

"Again, that was an order. …and you weren't there anyway…

"You freed me from Metal Sonic's prison—"

"I had to save myself, too…"

"_You have a thing with my eyes—_"

"Yeah… well… you have very handsome eyes, what can I say?" she was turning red now, and fuming. She uttered under her breath, "_I can't believe you—_"

"You followed me here—"

"I was ordered—"

"_That's_ a lie…" Shadow finally smirked. He had caught her.

"…" Juli opened her mouth to say something but stopped.

"You're wondering how I know?"

He took her silence as a positive sign.

"Earlier you mentioned… 'No one was supposed to follow.'" Shadow turned and looked at Juli-Su, "I knew that as well. No one was supposed to follow me, Eggman's direct orders. …yet you followed me anyway."

"Not sounding too grateful to someone who saved your life." she muttered.

"…and I immediately returned the favour. Thanks for noticing."

"…okay… what are you getting at?" Juli-Su turned and looked at Shadow.

In a huge contrast to her annoyed words, when their eyes locked, a strange sort of calm, mutual understanding passed between them, which neither of them fully understood at this point.

"This is what I mean." Shadow said without moving, "What does _this_ mean? I was hoping you could tell me."

"You hate taboo… don't you?"

He narrowed and angled his look, "If someone is going to be stalking me, I at least want to know her motives."

Juli nodded, seeing his point, "Alright… fair enough." she shrugged neutrally, "I guess… I guess I just find you fascinating. Doesn't mean nothing."

"Humph…" Shadow looked back at the city. He had been hoping she'd say 'I want to kill you' or something similar that would trigger a fight. Or maybe he had really been hoping for something else? 'No…' He pushed those thoughts away… strange new thoughts, new feelings, new overwhelming, mind bending urges that Rouge had awakened in him, the emeralds inflated, magnified, and the pink hedgehog Amy had fortunately stopped before they reeled out of control.

'Chaos…. chaos controls _me_.' he thought, rubbing a finger against the emerald in his hand. He could not feel the energy trying to crawl up his arm – it was too weak to even attempt to warp his mind.

There was another one of those uneasy moments as he thought of all this.

"It's a long way back…" he finally said.

"Lead the way." she yawned casually as she rocked on her heels for a moment.

"I'm afraid I need a guide…" he blinked, "I teleported here and haven't the faintest idea of how to get back."

Juli-Su turned back towards the opening in the wall, "Alright, take _my_ lead then." and leapt off, gliding with help from the jets on her heels and ends of her robotic dreads. Shadow watched as she floated out a ways, then dove down, landed on a rooftop far below, and turned to look back up at him.

From where he was standing, Shadow curled into a ball and spun dashed down after her. Juli-Su saw him coming and started running across the rooftop, leading him towards home base, far away. She soon reached the edge of the building and leapt off, jets propelling her through the air before she landed on the next. Shadow hit the ground running and went after her, hopping from rooftop to rooftop with ease, watching her occasionally rocket through the air, almost as if she had used a light dash.

The air was warm and dry; the wind soft… all Shadow could hear was the sound of their steps hitting asphalt shingled roofs as they ran and leapt, the blurred city noise far in the distance, and the jet boosts…

'I wonder if my shoes are done…' Shadow thought sadly as he watched her leap into the air, accelerate at tremendous speed through it with a boost, though only for a brief moment, then land on the next rooftop, 'Run… jump… fly… repeat…'

Shadow soon reached the spot where she had vaulted off, and was soon sailing though the air as well. He took in the sights around him… the lights… the hundreds of thousands of residential houses bordered by the tall skyscrapers behind them… the full moon lighting their way… the clouded starry sky…

Run… jump… fly… repeat… the repetition was hypnotic… Run… jump… fly… repeat… Shadow had a better idea. Picking up the pace, he soon matched Juli's stride and ran along side her for a moment.

Run…

He swerved closer to her to avoid slamming into a chimney.

Jump…

"So how's the emerald?" she yelled right before the next leap, "I forgot to ask… is it strong enough to get us back?"

Fly…

They flew through the air together, as he yelled back coyly, "Why? Can't keep the pace?"

Repeat…

'Let's see what this stalker is made of…' he thought.

When they landed Shadow shot towards her, circling her in a loop and catching her eye with a challenging look as he passed. He then leapt down off the rooftops to the quiet neighborhood street below. Juli followed in hot pursuit, snarling, but amused with his antics.

The deserted street stretched out before them as they ran side by side, Shadow going along just fast enough that she'd have to work hard to keep up with him.

"I thought I was the leader." she panted, eyes sparkling with an insidious look.

"Go ahead… lead…" he gave a subtle smirk back, challenging her to even attempt outrunning him, and lowered his head a little as he picked up even more speed.

"Ah… go to hell!" she shouted teasingly as she quickly fell behind, "…and well you're at it, hang a right!"

Out of old habit Shadow started to do a crossover, but ended up tripping over his feet before remembering he was running and not skating. Slowing and tottering for balance, he just barely made the turn as Juli zoomed past him in a smooth arch, on foot right in front of the other, rolling on the small retractable wheels in her boots as if on inline skates. Shadow soon caught up to her again, and was about to make a comment on the boots, when…

"Hey, wait!" Shadow slowed and stopped.

Juli stopped a little ways ahead of him. He held his arms to either side of him, frozen, appearing to be listening intently to something. Juli jetted over to him and stopped, trying to hear what he was listening for.

There was a feint whine and whirr noise… it was closing in around them, and getting louder by the second.

"Metal Sonic?" whispered Juli.

"No…" Shadow lowered his arms a bit and clenched his fists tighter around the two items he was holding, "It's GUN."

"Crap…" she shifted her weight to the other foot, "Well, now what? Do we run from GUN… or have a little fun?" she grinned proudly at her rhyme.

Shadow just rolled his eyes, "Take these and go, I'll take care of them myself." he tried to give her the ring and emerald.

"What are you, stupid? How many times now have you tried to take care of something yourself, and needed help?" she pulled out a laser pistol, "What is that, anyway? Power ring?" she gestured to the polished ring.

"I don't know, but I at least want one hand free." he gently took her arm and slipped the gold band around her wrist.

Juli looked at him strangely as he turned away to pinpoint direction that GUN was coming from.

'What was that… that I just felt when he touched me?' she thought.

'You're infatuated with him, retard.' her brain explained to her.

'No! I mean… I can't… I mean… _damn he's hot_! …but… is he even _capable_ of such things?' the thought of 'such things' made her feel very hot indeed, 'I need a drink…' she thought wearily.

"They're over there." Shadow pointed at some lights and noise in the distance without looking at her, which was probably a good thing as she tried to compose herself, "They know we're here already, and might even be able to see the emerald, so—" he stopped short as he looked back at her slightly reddened face, "…are you even listening to me, or should I just shove this emerald in my mouth and go after them?"

Juli shook her head rapidly.

Shadow let out a sigh through his nose and spoke more rapidly now, as GUN was gaining on them, "They can probably see us on radar, so there's no point trying to sneak around back and pick 'em off from behind."

"Why don't we just run?" she shrugged, "Eggman's probably having a fit by now anyway."

"…because…" Shadow looked up at the sky…

Thousands of GUN beetles and three helicopters flew in and swarmed around overhead. Then their heads snapped to the road ahead, where four tanks were already blocking their way. A blinding spotlight shone down on them.

"…they're already here."


	14. Chapter 13

Author's Note:

This is the point where I stopped for 8 years. These next two chapters were mostly fleshed out before I went on hiatus so it follows much of the same style as before, but I made some improvements before releasing them. Other than for spelling and structure errors, I will not go back and change the previous chapters in major ways, even though I don't like a few things. It's too overwhelming and time consuming. The new stuff in chapters 15+ will likely be a little different, as I will be writing them from an outline I created many years ago. I hope it's still up to your standards.

The lyrics in here are from a trance song called _As the Rush Comes_ (by Motorcycle). When I originally wrote this I was obsessed and listening to music as I wrote; oddly, now I can't do it.

* * *

**Chapter 13**

Rouge the bat sat in the back of one of the GUN helicopters, in the dark, fingering Shadow's gold band in one hand. She was again dressed in form fitting black, ready to go on a mission.

'Don't worry… I'll have you yet.' she thought seriously as she lifted her right fist and opened it. In it were two minuscule, ivory colored, fang shaped capsules.

'You're just the way I like 'em… feisty, dark, and associated with jewels…' she flipped the ring around her wrist and took a capsule in each hand. Carefully, she raised them one by one to her fangs and slipped the capsules over it; they fist seamlessly.

'I won't let you get away until I've at least had some fun…' she clamped her teeth shut, the fangs sticking out slightly when she smiled.

**…**

"SLOWLY PLACE YOUR WEAPONS ON THE GROUND, AND PUT YOUR HANDS BEHIND YOUR HEAD." ordered an important sounding male voice over a megaphone, "WE REPEAT. SLOWLY PLACE YOUR WEAPONS ON THE GROUND AND PUT YOUR HANDS BEHIND YOUR HEAD."

"Humph…" Shadow stood his ground, swiveling a piercing glare around the gathered troops, searching for an appropriate exit.

Juli-Su and Shadow stood relatively back-to-back in the circle of various GUN mobile weapons that had created a wall around them. The three helicopters and a dome of GUN beetles hovered above them, blocking any chance they had of retreating to the rooftops. Juli kept her laser pistols out on either side of her, head twisting this way and that, trying futilely to keep an eye on everything at once.

"YOU ARE SURROUNDED." (Juli yelled up to the chopper, "_No kidding!_") WE REPEAT. SLOWLY PLACE YOUR WEAPONS ON THE GROUND AND PUT YOUR HANDS BEHIND YOUR HEAD."

"I found something. A small opening in their barrier…" Shadow said quietly, "…but it's in a difficult place… even if I make a dash for it, they're likely to close it off or nail me before I get there."

"Planning on leaving me behind?" Juli grinned.

"It crossed my mind." Shadow said resolutely.

Juli emitted a "Hah!" indignantly, and her grin faded back to a determined scowl upon realization that he was serious and not flirting with her, "So what do you propose we do?"

"THIS IS YOUR _FINAL_ WARNING! SLOWLY PLACE YOUR WEAPONS ON THE GROUND AND PUT YOUR HANDS BEHIND YOUR HEAD. WE _WILL_ _OPEN FIRE_ IF YOU DO NOT COMPLY."

"_Tick tock tick tock…_" Juli hummed as she shifted her weight uneasily, fingers itching to pull the triggers.

Shadow calmly looked around once more. There _was_ a lot of firepower around them…

"_Look_," Juli didn't feel like just standing there and getting her brains blown all over the pavement, "…there're not here for me, they're here for the Ultimate Life and that emerald. You go for the opening and I'll cover you."

"YOU HAVE TEN SECONDS!"

"Hum…" Shadow liked that idea. He would be on his own for a while (provided he made through the gap), and Juli's deadly accurate aim would help keep the GUN bots off his tail.

"Fine." he stated neutrally as he bent his knees slightly, looking at the risky exit out of the corner of his eye so as to not attract attention to it, "Just say when."

"NINE!"

Juli-Su took a small step away from Shadow and lowered her pistols slightly as an idea struck her.

"EIGHT!"

The spotlight was close and hot enough that it was making them both sweat; or perhaps it was just the tension in the humid city air.

"SEVEN!"

"Uh… any time now?" Shadow growled impatiently, gripping the emerald tighter.

"SIX!"

"Hold up Shadow…" Juli glanced down.

"FIVE!"

"I have a better idea…" she stepped back and put her pistols away.

"FOUR!"

"What was wrong with the original plan?" he flared testily, eyes flashing as he whipped around to see what she was looking at. It was a manhole cover.

"THREE!"

Speaking rapidly, she whispered hoarsely, "At one, I'll open it, and you dash through it."

"TWO!"

'You might as well shoot me in the face. It will save them the trouble.' Shadow thought as he put his free hand to his forehead, feeling a painful death was imminent.

"TWO AND A HALF!"

"Just trust me…" she urged.

"Wha-_Alright!_" disquieted, Shadow's temper was boiling nicely now, "Just do_ something_!"

"TWO AND THREE QUARTERS!"

Juli raised two dreads in anticipation. Neither of them looking directly at their new escape possibility.

"TWO AND—oh what the hell… ONE!"

Without Shadow's tremendous speed it would not have been possible; As GUN opened fire in a flash of burning yellow laser death, Juli had only flipped the manhole cover open. …but by the time the lasers hit the ground where they stood, Shadow had grabbed her arm and hauled them both into the sewer. When the light and smoke faded, it appeared that the two fugitives had been incinerated, as the drain cover was back in place and they were nowhere to be seen.

Down in the sewer – which fortunately had a small ledge to one side of the flow of sludge – both spared no time in waiting for GUN's reaction. Shadow unceremoniously released her arm as they ran away from the short tube they had leapt down, footfalls splashing in the sludge, and Shadow in the lead.

After a few seemingly random turns, Juli asked in an unnecessary whisper, "Do you even know where you're going?" while occasionally looking over her shoulder to see if GUN had picked up their signals again, "There's a _reason_ I wanted to go down here, you know."

It didn't look like Shadow was going to reply, but he suddenly stopped (followed by Juli), as they reached a cross ways in the drain. He had not listened to a word she had just said – he was instead having trouble deciding what smelled worse, the varnish from earlier or the sewer at present.

"What was wrong with the original plan?" he asked, fighting to push his temper back down. He would have loved at this moment to pick her up by the neck and slam her against the sludge lined wall to make his point clear, but figured that he'd do best to avoid being flung into the sewer water by her cybernetic dreads – she was probably too heavy to lift with one hand anyway. So instead he spoke quickly and sharply to let his displeasure be known, "I could have made a break for it up there, but down here… we're trapping ourselves. They'll have every output in the city covered."

Juli raised an eyebrow, "You give up too easily." then sighed decidedly.

"Well GUN doesn't." he said matter-of-factly, getting rapidly annoyed that she was completely un-intimidated by his barely contained fury. All he needed was another Rouge, another Sonic, another wannabe hero questioning his authority. He shook his head and turned away from her, looking down the dark tunnels ahead. Where would he go now? The emerald was slowly growing stronger, and GUN would surely track him down until they found it.

'Should have gone for the exit when I had the opportunity…' he thought with great resentment. Why on earth had he listened to her?

"I thought this way would be safer… easier for the both of us to get away. The odds may seem overwhelming, but what if they can't see us?" Juli offered, "If we suddenly disappeared from radar?" she looked behind herself again, hands clenched into fists as she assured herself no one was following already.

"…and how would _we_ do that?" he sneered, putting extra loathing on '_we'_. He concluded he had been a fool to trust her… to even give her an unspoken chance to impress him.

Juli was a little disappointed at the contempt he had put on 'we', but assumed a tough manner regardless, "We'd go to the sanctuary of outlaws..."

"What are you going on ab—" Shadow started but suddenly froze, face going blank as he flicked an ear, "What's that… pulsating?" There _was_ a slight pulsating in the air. Was it rumbling footsteps? Explosions? No. More like a subwoofer blasting its bass…

"Listen. If we go deep enough in the Metropolis' labyrinth of drains, they won't be able to track the emerald's energy signal, nor see us on radar." she paused as he took that in, his face twisting again in angry impatience and annoyance. Why was he even bothering to—

"Can you keep a secret?" she asked, interrupting his thoughts as she folded her arms.

"If it inconveniences me, no." he thought about that, ever irritated, then changed his mind, "Depends. Why?"

"Well, you said yourself you're _neutral_." she cocked her head to one side

So she had been listening to his little dialogue with Sonic?

"…and because of that, I'm assuming you wouldn't mind keeping the place I'm about to show you a secret from Eggman."

"Why?"

"…because you nor Eggman nor anyone else outside our little niche in echidna society is supposed to know about it."

"Well, too late… now that I know there's a secret—." he smirked, cutting himself off to leave the possibly open to her imagination; and even though he was turned away from her, Juli could tell Shadow thought himself witty.

"Not really. You don't even know what to look for." she retorted.

"Humph! I could soon find out." he whipped around to face her, almost menacingly, though it was an empty threat …and she easily picked that out that by the wily glint in his eyes and his outward turned ears.

He paced a little to her left, not averting his eyes from hers.

Juli tried again, "Well? _Can_ you keep the secret?"

Apart from the distant booms there was a short silence as Shadow's smirk faded and he turned away again, then, "Why do you trust me?"

"…because I've no one else to trust." She shrugged, "Kind of in a tight situation that calls for a bit of desperation anyway, wouldn't ya think?"

Yet another short pause as Shadow mentally agreed with that.

"Huh." he huffed, added under his breath, "…right." then thought for a moment before speaking again "Before I give you my word, you must tell me one thing…" he clenched a fist.

"Mmm?" Juli had been looking over her shoulder for GUN again.

Shadow slowly turned around to face her once more, "Why does the Dark Legion, your own team, hate you so much?"

Juli's face jaded and her eyes fell to the floor, "Ask _them._"

It was Shadow's turn to tilt his head, "Not a very good answer."

"Well I'd say it's a bit of a personal question." she snapped back, "Not like I know about all your personal problems." then she added mentally, 'Not that I'd really want to know how screwed up you actually are.'

Shadow waited – After a while he turned back to face the crossroads of icky tunnels – Still he waited… this was not a question he'd let slide.

After looking back down the tunnel a few more times to see if they were being followed yet, she felt an increasing urge to get moving… so Juli spoke, voice weak sounding, "They hate me _just because_…" she cleared her throat and spoke up, "They have no real reason… they just hate."

Shadow slowly looked over his shoulder, smirking, not devilishly as per usual, but with more of an irritated edge, "Still not a good answer, but I will keep your precious secret _just because_… I have no real reason to… but I will."

Juli tried to remain apathetic in the face of his mockery, "Then just follow the beat…"

Shadow raised an eyebrow, and turned resentfully to cup his ears towards the noise – resentfully as it made his eardrums twitch almost painfully.

Into the darkness they plunged, their pupils expanded to their full size, trying to get the most out of the very faint light flowing off the emerald, which just barely outlined their surroundings. Shadow listened for the echo of the beat, taking several twists and turns, almost falling off ledges in the dark ('…' nearly swore but didn't think it was worth it), hitting his head on low pipes and ceilings ('Inane, disgraceful pipes…'), occasionally stepping on things he'd rather not identify ('What the hell was that?'). The beat got louder… he could feel it in the air now.

"How's the emerald?" Juli asked, the sudden breaking of the silence between them and his angry concentration making his fur stand on end for a second.

"…weak." he replied after quickly composing himself. The light in the center had grown stronger but he could only barely feel the energy in his hand.

"Good. The others probably won't bother you then. Just be sure to keep it out of sight, okay?"

"Why?" he asked, for the hell of it. Perhaps if he were terribly annoying, it would teach her once and for all to keep conversation with him to a minimum. …but then he realized there could actually be some merit to pressing details from her, "…and what about 'the others?'"

She replied swiftly, "Some of others in this place are Legionaries like me. Some of them are just bad news. Assassins, spies, thieves, you name it. All considered criminals..." and let the last few words roll off her tongue venomously, "You probably wouldn't want them to catch a glimpse of your _precious emerald_."

Well of course, but Shadow really couldn't think of a reason to be wary of them. If anything, those who knew who he was would probably be wary of _him_. …and it's not as if he _looked_ like a pushover; sharp red eyes, twisted spines, fairly dominant air, the colors of evil; black and red.

"So there are others like you. Only partially robotic…cybernetic?"

"Yeah." she sighed, she did not want to talk about it.

Shadow was confused at her apparent disappointment, and also, "Why don't they hang around Eggman's base with the rest of the Legion?"

"Can't say…" she stated seriously.

"Humph." Shadow rolled his eyes; this was useless.

"I'm in enough trouble as it is." she defended, "This mission wasn't supposed to take so long, and surely they've noticed I'm gone by now."

Shadow said nothing to that. It was none of his concern anyway.

"…and now I'm taking you… here." Juli stopped for a moment and looked up ahead, "I'm not supposed to do this but we're a bit desperate right now."

A dim blacklight could now be seen at the far end of the tunnel, its purple glow dimly illuminating a small, grungy metal door. They moved quickly towards it.

The pulsating noise had grown into music. Shadow didn't like most music in general, particularly epic genres like opera, and deep lyrics – reason being that a lot of music seemed to tap into his soul, bringing out unbearably strong emotions when he heard it; feelings of unreasonable intensity. …kind of like holding an emerald. Similar to letting loose and wailing piteously, getting into music like that felt good in the end, a way to release pent up pain and anxiety; however he didn't care to reveal his true emotions to just anyone... they wouldn't understand. He hoped that he would be able to keep his mind focused for whatever length of time he was in there, but the music was very loud, mechanical and not very complex, so he figured he'd go deaf instead.

They reached the door, Juli-Su walking around him to face it. On the door was some small, graffiti-style scrawl in black indelible marker. Shadow had to tilt his head and squint his eyes a little to read it in the dark light.

'_Sanctuary_…'

"Here's the deal." Juli said, inspecting the door up and down, "We stay in here and chill until the emerald has enough power, then we warp back to the base. …and remember, try to keep it low profile." she glared at him, though it was a much softer glare than she had intended it to be, and added, "…and don't even _think_ about leaving without me_._"

"So you give the orders now?" Shadow shot an unimpressed look at her.

She didn't answer that, but it didn't bother Shadow this time, as it was a rhetorical question anyway. He looked to the wall and muttered resentfully in response to her concern, "I won't."

"Just try to blend in and we'll be safe in here." Juli elaborated, "Pretty much everyone in here's in the DL, or on the DL. So people will keep to themselves." she grinned at her play on words, but Shadow took no notice; he didn't even know what DL stood for other than Dark Legion. She continued, "…but there's almost always a few outsiders." she looked at him up and down, "Non-echidna guests with ties or loyalties to members of the Legion. You won't look _too_ out of place, just stay cool."

"Not like I'm not used to feeling out of place…" he mumbled.

"What was that?" Juli had failed to hear his deepening voice.

"Nothing." Shadow leaned against the wall as he waited for her to do something.

Juli-Su knocked on the door exactly five times with a short delay in the middle. They heard someone knock back, and Juli knocked again, only three times now.

The door swung open. Deafening, pulsing electronic music blared out, but all that could be seen was a mauve furred, sharply dressed male echidna, all in black and armed with a laser rifle. He was just a bit taller than Juli-Su and had dark glasses on to hide his eyes. No implants could be seen…

"Hail Dimitri." he saluted lazily.

"Oh! Uh… about him…" Juli winced slightly, as she gave an equally lazy salute back, "Did you guys get the message yet?"

"What… message...?" the door guard tilted his head.

"Erm…" she cleared her throat, and not wanting to be the bringer of bad news, said, "Never mind, it's probably just rumors anyway."

Shadow almost sniggered as he rested against the only likely clean wall in the sewer, eyes half masted. He couldn't believe what a fuss the Legion was making over that Dimitri guy… or was it 'Enerjak' now?

'Out of all the names he could have picked…' he thought.

The echidna just shook his head, then recited, "You've reached the Sanctuary, place of R&R for the great DL and our supporters." he sounded tired, as if he had explained it a thousand times before (and he had…), "Note that no grenades, bombs, or other explosives are aloud on site anymore—"

"_What?_" Juli was blown away, "Why? What happened?"

"Incident involving alcohol and some firecrackers. You don't want to know." she _did_ want to know, but he didn't elaborate, "However all other weapons are permitted, so show 'yer weapons and you can head on in."

Juli-Su flipped out her two pistols, pointing them to the low ceiling and smirking. Shadow just closed his eyes at her smart-alecky display and pushed himself off the wall.

"Is that all?"

"Yeah," she rippled her three dreads.

"Right. You're good enough to go, but what about this 'un?" he turned to Shadow, suddenly noticing he was there, "Who the hell is he, and what about weapons?"

Shadow just gave him a wicked stare – he did not like the manner in which he was addressed. He subtlety kept the emerald hidden behind his body as the bouncer looked him over.

"He's on our side." Juli said needlessly, throwing a hand gesture in Shadow's direction, "And he only carries himself."

The marsupial took a half step back, a little unnerved by Shadow's eyes, "Ah… right. Then get in here, I need to close the door." he waved them in with his rifle, peering out the door and down the sewer cautiously as they passed.

'That was easy.' thought Juli. Never having entered with a guest before, she had expected it to be harder.

As they entered, the vibrations of the music engulfing them in the thick, dark air, Shadow looked around.

'What the…?' his eyes widened at the sight.

It appeared to be a multi-level nightclub. Shadow had never been to one nor knew what one was however, so he thought what was before him was just ludicrous.

Fans of decorative lasers cut through the air, others flashed to the beat, creating random abstract patterns above the crowd below. Brushed aluminum and concrete made up most of the structure and decor. Jolts of holographic electricity occasionally buzzed from pillar to pillar, lighting up masses of echidna, though most of what you could see was glinting metal, colorful wires, and flailing dreadlocks. For a second, Shadow thought he caught a glimpse of a white creature and thought of Rouge, but he figured he had seen wrong and turned his attention elsewhere.

Three seemed to be four options for these masses; drinking themselves silly at the blacklit bar, dancing in the throbbing crowd on the open floor, resting (or passed out) on the upper levels – which consisted mainly of big comfy chairs and small tables – or fighting and bickering with each other in the little space there was left.

Not knowing where to go or what he was going to do with himself for the next hour or so, Shadow simply followed Juli.

She led him to the bar.

Shadow set his jaw cynically. It was going to be a long couple of hours…

Various forms of cybernetic echidna were seated there, all looked disgruntled, and most were very well armed. Swords, rifles, pistols, knives… on all accounts Shadow thought mixing generally bad characters with weapons and these strange, intoxicating drinks was probably not a good idea. How they managed to stay in business here without constant melees was beyond him.

Shadow felt his arm being grabbed tightly and flinched. When he rounded on the assailant, he relaxed a bit finding it was only Juli-Su, leading him to a seat. He roughly wrenched his arm from her anyway to show it was unappreciated, but she only smiled back. If it hadn't been so dark he could have sworn she was smiling. Shadow let a slow sigh of displeasure out through his nose as he rubbed his temple.

…it was going to be a long couple of hours…

They sat on the end of the bar, close to the wall, Shadow fuming at the events that brought him to his wretched place. He watched as Juli made several bizarre hand gestures to a female echidna who was bartending. The bartender nodded; making the multiple rings in her ears and nose clink together – it also appeared as if both her legs were robotic – the bartender paused for a moment before turning around, as she gave Shadow the once-over.

"_You want anything?_" Juli yelled over the deafening sound.

"No." Shadow said back, his voice lost to the noise, but Juli reading his lips.

"Of course not." she pulled a small metal card out of her pocket and slapped it on the table, "…but c'mon now… An immortal's got to have some kind of fun in his long life! Am I right? What's your ambrosia?"

Shadow just propped one arm on the bar top and leaned on it, he did not feel like responding to her pointless comments anymore.

Apparently Juli had already forgotten Shadow's earlier comments about alcoholic drinks. Shadow would have left for a more secluded area, but as there seemed to be none he decided to stay. He didn't fancy looking for Juli-su when he needed to leave anyway, and at least here he could pretend to be passed out or something. Then maybe the world would leave him alone for a few moments.

'How much longer…?' he thought, glancing at the emerald, but thinking of how long he had left to live. Shadow saw out of the corner of his eye, the barmaid taking Juli's metal card and swiping it through a small console strapped to her belt. He looked back to the shiny bar top and mindlessly ran his fingertips across it – the lack of friction between the two was a pleasant sensation…

Pointless thoughts. Wasting time.

But all the time in the world when you live forever.

…_it was indeed going to be a long couple of hours_…

Shadow was just staring to sort and make sense of the noise around him, when something zipped in front of his face, right under his nose. It was a strange triangular glass. He sniffed it gingerly. It smelled…? …he couldn't quite place it.

"_No alcohol._" Juli explained, still needing to yell to grab sufficient attention from him, "Drinks like that are hard to get here. It's on me, so just give it a try. Maybe it'll make you less cranky. You have to drink _something_ to sit here anyway when it's this busy."

Shadow just shot a moody glare at her, but her attention was already on what she had ordered for herself. He looked over at what she had in front of her, and was very confused by the sight; what must have been ten to fifteen tiny glasses filled with a minute amount of liquid.

'Impractical.' Shadow thought; 'Just put them all in one big glass for heaven's sake.'

Juli threw one back, wincing as she slammed the empty glass back onto the smooth bar top.

Why did she insist on attempting to befriend him?

Shadow was bored. He looked back at 'his' drink. There was a stick thing in it. He daintily sniffed it again, and then pulled out the stick… it was some kind of bizarre plant stalk. After a second or two of chewing on the stringy thing like a cow would its cud, he deemed it bland and inedible, and so threw the celery over his shoulder carelessly, not hearing the cry as it conveniently landed – chewed end first – in someone else's drink.

He lifted the strange glass to his mouth and took a small sip. It was… indescribable, as he was not at all familiar with his own sense of taste. The only connection he could make was that it was somewhat pleasant, and so after a moment's consideration, he drank the whole thing in three big gulps.

As he put the empty glass back on the table, he heard a male hyena next to Juli laugh, "Slow down girl! We gotta long night ahead!"

Juli had just finished her fifth shot, and was already flushing red in the face and looking slightly vacant.

"Ha!" she cackled, "Dun worry… I could drink you under the freakin' table!" …which was a lie.

An echidna next to the hyena leaned in, grinning slyly. His teeth were sharp and made of metal, similar to Metal Sonic's – the sight of them sent an involuntary ripple of discomfort down Shadow's spine.

"I see your hedgehog friend can't even handle a real drink! What's he doin' hangin' out with you, then?" the male echidna jeered in his smooth Australian accent.

"What… this guy?" she jabbed a thumb at Shadow, who was getting more and more perturbed by the second, "Oh he can handle it, alright! Fuck… he could take on this whole bar!" she gestured widely with a tipsy smile, and then downed another shot, holding onto the bar for balance.

Shadow turned the other way and rested the side of his head against the counter, quills scraping against the surface. He glanced at the emerald; unfortunately it was still too weak warp himself away.

"I'd like to see him do it!"

Shadow turned his head over to see where that comment had come from. The echidna was looking from Shadow to Juli intermediately. The hyena was sniggering uncontrollably. Shadow felt his quills rise slightly with the sensation of goosebumps – he wanted to attract less attention, not more, and Julie wasn't helping. She was being foolish! Everything could be compromised!

Shadow's attention was diverted momentarily when he realized he had never seen a hyena in person before.

"Okay." Juli nodded, looked to Shadow then looked back at the two challengers, "Winner takes pride, looser pays for the drinks." she grinned, picking up the next glass, "Who wants to be the victim?"

"_What_ are you getting me into?" Shadow demanded of Juli, indignant, "This is foolish! Leave me out of your petty games."

Juli turned around lazily, putting her hand on Shadow's shoulder for a moment (he sharply brushed it off), but it had been for balance and she tipped on her seat, "Shadow… man… _do this for me_ and I'll never bother you with stupid stuff again. I _promise_!"

Shadow eyed her warily. The 'do this for me' was poking at an old subconscious habit…

"Pleaaaase Shadow." Juli was completely out of it, "You can totally show them up. It will be hillllllarious!"

"C'mon! What? Are you afraid of loosing?" the male echidna taunted.

Shadow shot a deadly seriously glare at the marsupial – a challenging look.

"Woah…" the hyena had to elbow the echidna out of his trance of shock, "That's one angry rodent!"

"_I beg your pardon!_" In Shadow's time, 'rodent' had been considered a derogatory, and extremely offensive term towards those of that family.

"_Salla?_" seeing the look in Shadow's eye, Juli raised an arm as she called the barmaid.

A few minutes later, Shadow was looking at several rows of shot glasses in front of him. He had only tasted a hard drink once… and he had never wanted to do it again. The only reason he had touched that first drink in the first place was because the humans around him were making such a big fuss over it at the gala on ARK, and it seemed to make them happy. He wanted to see what he was missing, especially since his human clothing was making him so miserable. He found out that since alcohol had no effect on him, it wasn't very pleasant.

Knowing he was guaranteed a victory against these obnoxious, insulting challengers (the hyena's non-stop, giddy laughter was also getting _very_ irritating), and the chance that Juli-Su might leave him alone for a while about the matter of drinking, he went for it. Besides, there was nothing else to do in this dismal dungeon.

'Whatever it is they get out of these drinks…' he downed the first shot with a strained look on his face, '…it must be a hell of a contrast to the taste.' he put the glass down, 'Disgusting! Exactly as I recall it.' he looked over to the echidna, who was waiting for him so they could start their second. He had a very cocky look on his face – apparently the echidna had taken that strained look as one of weakness.

'If only he knew.' Shadow thought craftily to himself. He wondered how many rounds it would take to get this guy to pass out.

Three shots and no sign of weakening.

Four shots…

Five…

Six… Juli, fortunately only a spectator to this event, had just finished her last shot at this point and was now very, very drunk. She seemed to sway, top heavy because of her dreads, as she watched the four competitors back and forth (to say something of her state, in actuality there were two). Shadow found it rather undignified to watch as she tottered about on her seat, eyes watery and vacant, face reddened and shiny, muttering incomprehensible things.

Seven… Shadow had been hoping he could ignore the taste after a few, but the bitterness still prevailed. At least the strength of the taste kept his mind from drifting to more depressive matters… but he doubted he could think of anything terribly depressive anyway as Juli's drunkenness was proving to be hilarious to watch.

Eight… The echidna challenger was staring to look a little spacey. Shadow suddenly realized how much fun this was, watching everyone else make fools of themselves.

Nine… Shadow wondered what Eggman would be like, drunk. What about Sonic? His mind drifted to a certain pink hedgehog, and he had to down another drink…

Ten… To drive it away…

Eleven… The echidna was starting to fumble around. Shadow could now fully comprehend what this foul tasting substance did to regular beings, and he gained a new confidence about himself.

Twelve… Juli shouted something about kites (at least, that's what he thought she said) and slammed her head into the bar top, out cold. Her mechanical dreads seemed to power down and dropped lifelessly around her head.

Thirteen… The echidna wasn't looking so good; Shadow was thinking that he could probably make him fall off his chair with a light tap to the head. He was about to try but then…

Fourteen… A tiny ripple of a crowd had gathered at this point. They were watching the spectacle, cheering the almost fallen echidna to go on, patting him on the back to keep him awake as he took his next drink.

Fifteen… Shadow began to build an intricate tower of shot glasses as he waited for the next round.

Sixteen… The echidna was nearly gone; he could barely keep his head up. His hyena friend was now trying to convince him to stop, after noticing that Shadow hadn't even flinched after sixteen shots.

Seventeen…

**WHAM!** The echidna fell off the bar stool. Some of the spectators laughed as others picked him up and dragged him away.

"Good riddance to that, too!" the hyena resentfully forked over his metal card (clearly some form of payment), which Salla promptly snatched up and swiped before attending to the multitude of empty shot glasses strewn about.

"You're good, man." the hyena took a sip of his own drink, "I'll bet you could get every girl in here drunk and still have your head clear for…" he snickered, "…dessert."

"…" Shadow raised an eyebrow in confusion at his implication. He could sense it was something immoral and was about to ask for elaboration, when he was interrupted by a positively teeth-grinding sensation. He shivered as he felt something just barely brush up his right arm to his shoulder, against the direction of his fur. It tickled so much it was painful to his senses. He whipped around to meet the deep brown eyes of a female, black leather-clad white echidna with a cat-o-nine tails coiled around her shoulder – which had a cybernetic joint. This must have been the white creature he caught a glimpse of on the dance floor. He heard a giggle to his right and turned to see, of all species, a jet-black female hedgehog, with collars of spikes banding her quills messily together at random angles – her eyes were an eerie ice blue. Shadow's grip on the emerald tightened, and his face twisted in a scowl as the hedgehog drew a finger though the white tuft of fur on his chest.

'She's touching my chest fur… _why is she touching my chest fur?_' this tickled nicely, but he was feeling too irritable to find it even remotely pleasurable – the concept bothered him, anyway. Who were they and why were they touching him? In one blurred movement he smacked her hand away.

"_Don't. Touch me._" he snarled.

"Oooh a bad boy!" giggled the black hedgehog.

He noticed that the color of his own fur was pale in comparison to hers… he was more of an ivory black than a jet black…

"Don't like drinks _or_ playing with the ladies!" the hyena laughed from a distance, "Man, if you aren't the goodest of the baddest!" but his laughing after that was lost to the music, or perhaps it was just Shadow's temper blocking out what he didn't care to hear.

Shadow bristled to an extreme as he felt the snow-white echidna run her fingers through the quills and long fur that made up the short spines coming off his shoulders – a bold move…

"That was quite a feat you pulled off." she said, "…and you're not even tired… but we could help you there." she tried to turn Shadow's head towards her, but he just swatted her hand away. She continued her pitch anyway, "…help you… _relax_."

It was like the strange, obscure hinting Rouge was trying back at the GUN prison. … and though these two actually had physical contact with him, there was no bewitching aura around them to weaken his senses.

"…_get_… …_off_…" he warned again, wiggling away from her touch, and not knowing how much more he could take before doing something drastic.

The female hedgehog just giggled again as she moved closer to him. She was quite small… couldn't have been any older than Juli-Su, either… _how old __was Juli-Su__, anyway? _She seemed really young, especially to be drinking so heavily and toting guns. He certainly felt much older than her, but he didn't have much time to think of it.

"You're cute when you're angry…" the hedgehog leaned closer, avoiding his livid eyes – though whether on purpose or not was unknown. His pupils sharpened to daggers as she leaned back against him, flattening her own quills against her body (a polite gesture among spiny creatures; so they don't impale each other during physical contact) as she rested the bottom of her chin up against his. The echidna now moved in on him, practically in his lap as she breathed a lusty sigh in his ear.

While Shadow has amazing capacity for restraint against violent outbursts when he feels like it, at this moment it wasn't looking so good. Unlike someone more chivalrous, such as Knuckles, Shadow would not hesitate to hit the opposite sex. …but since they were not really threatening him physically, only his sense of dignity and especially stature, he wasn't going to make the first move and put their heads through the wall… _just yet_.

"_Hey you!_" a strong voice cried from afar, "_Hedgehog!_" the voice belonged to the bartender, Salla.

The two females startled and leapt off Shadow – which was a good thing for them, as Shadow had finally decided what he was going to do, and was milliseconds from making projectiles of the two of them; he planned to throw them clear across the room and into the bouncing crowd on the dance floor, where he hoped they would be trampled to a slow, painful death.

"Better move that friend of yours… she's taking up space!" with an empty glass, Salla gestured to the passed out Juli-Su, "I charge for parking, y'know!"

Shadow just sneered back angrily, but Salla didn't see his vexation, as she had already moved to serve a customer.

The hyena spoke again, suggesting simply, "Take her upstairs." he was getting on Shadow's nerves as well, or was that someone touching his tail! With a sudden violent twitch, Shadow whipped his tail away from the female hedgehog's fingertips as he asked the hyena, "What's upstairs?"

"_We_ can show you!" the black hedgehog was suddenly in his face again; overly enthusiastic and filling up the left side of his vision. The white echidna soon filled the right with a very Rouge-esque expression – and he would have been lying if he mentioned that it didn't scare him even slightly.

"Enough." Shadow shot to his feet and moved away from the two in a flash, "Lay off… and get out of my face." he growled as he moved to stand between the hyena and comatose Juli.

The hedgehog protested, "…but it would be more fun to _lay on…_"

"—you…" added the echidna.

Shadow ignored them, starting to understand exactly what they meant.

The hyena spoke, "Just take her to one of them rooms upstairs. The DL use them for meetings and making deals and stuff I reckon… I've never been involved. …but I do know some use them for… you know…" he raised his eyebrows and took a sip from his drink as he winked.

"No…" Shadow stated neutrally, "I _don't_ know."

The hyena just snickered again, almost choking on his drink, thinking Shadow was being sarcastic (and he wasn't), "She's pretty conked out. Might as well do something with her before someone else does… She seemed to like you enough. All the rooms lock form the inside." and he said nothing more.

Now… it would be helpful to explain at this point that Shadow _had_ in fact been fully taught about the facts of life in his memorable existence. In fact, he probably knew more specifics about breeding in 'technical terms' than someone's whose job it is to know those kinds of things. However, textbook knowledge has its limits. Procreating was simply that to him; procreating. …and so all the subliminal messages in words and gestures, various females' attempts at courting him, the temptation of pleasure, and seductive gestures often directed at him normally went straight over his head –he had lived a very sheltered life, away from the cultures and corruption of the people on the planet below. Only recently, when he had been introduced to a new perspective by the mysterious Rouge, had he just barely begun to put these new feelings together and what they meant. He was unsure how he felt about the whole deal as of yet.

Shadow nearly had a heart attack as he felt a hand firmly grab him by the base of the tail. **Swoooo!** With a sound like several scythes swishing through the air, he reflexively swiped his quills out behind him as they bristled further.

"_Ahhh!_" it was that persistent female hedgehog again. She wailed as she cupped a hand to the side of her arm. Small clusters of his twelve to twenty inch, black and red quills stuck out of her skin in three places – across her cheek, shoulder, and upper arm – where he actually managed to hit her at the right angles, and hard enough to make his natural hedgehog defense do their job. Strangely enough, no blood oozed from the piercings.

He was surprised that he actually managed to make a good number of quills stick… the very few other times he had to defend himself in that inconvenient but instinctive way, they'd had just left scratches, pricks, or gashes… but he was quite pleased with the results this time… this seemed very painful.

"_What is it that you don't understand?_" in a manner of seconds, Shadow had run his gloved hands through his undone quills, meticulously molding and grooming them back into six twisted spines. "_Hands off!_" he reminded a final time as dropped his arms to his sides, eying them both with a grudging look – but especially the hedgehog.

"What's your problem?" the hedgehog wailed as she pulled out a spine, "If you're gay or somethin' just tell us and we'll go find someone else to play with. You don't have to be so… awful!"

Shadow was confused at why they wouldn't want to play with someone who is happy, and was conflicted at whether to say 'yes' or 'no', as he wanted them to go away, but he didn't want to lie about how he felt about their actions – and it wasn't happy. He had no idea that "happy" wasn't quite what they were referring to.

"I'm not at the moment." He said tactfully.

The hedgehog and the echidna were both actively pulling out those of his quills that were embedded in the tail-grabber's skin. Tiny beads of blood now formed from the pricks.

The echidna, not as upset as she was unharmed, widened her eyes in surprise and excitement, "Oooh! A bisexual! Too bad you're not interested, that could be fun!"

Shadow was ever more confused at the terminology. He decided to resume ignoring the two females, who both resumed working on the quills he had left in one of them.

'Good… that will keep them busy…' he thought, then added out loud before blocking them out of his mind completely, "Disappointing, coming from a hedgehog… of all species you should know better than to push on like that…" and he turned away.

"Well now, that's not something you see every day." grunted a surprised looking Legionnaire two seats down; completely cloaked, taking a swig of her drink, and eying the slightly bloodied, two foot quills gathering in one of the white echidna's hands.

Most of the bar that wasn't passed out or too drunk to care had been watching Shadow's spectacle with intent, and he suddenly noticed this.

Apparently the DJ had not been paying attention, and there was a quiet pause before the music started up again. The sound of someone vomiting onto a cement floor was heard in the background during the awkward lull. It was the echidna Shadow had defeated, but he couldn't tell, nor was he really paying attention to that. The music started up again.

Shifting his eyes uneasily, Shadow forcefully turned his attention to the face-down Juli-Su. A slight puddle of stringy drool was forming around her open mouth, and he could smell alcohol wafting from her direction. Shadow gave the hyena stranger the benefit of the doubt and assumed he had meant that he should lock her in one of those upstairs rooms he spoke of, and go find something else to do – and he figured that was a good idea considering that Juli seemed to be one to attract negative attention; and since she was not conscious to defend herself, she could easily wind up in a garbage bag in a dumpster, dead, or worse.

Personally Shadow did not care much for her either, though he also did not care for her to die just yet, for the fact that he wanted to find out more about her; why she was one of the few who could look directly into his eyes with no fear to hide – there was something else. And why was she so keen to befriend him? He desperately wanted to separate from this uncomfortably crowded main room anyways, and the two hookers (not that he knew exactly what they were) were looking quite angry as they drew near the end of the time consuming quill plucking.

He looked at Juli… she was completely limp, and still face down on the bar.

Shadow grumbled some very negative thoughts mentally as he oh-so-reluctantly lifted her ridiculously heavy body horizontally in his arms. Little did he know, but the ever-increasing energy of the emerald was giving him the strength he needed to do it.

Shadow heard the hyena burst into another fit of laughter as he strode towards the upper level, Juli's dreads and limbs dangling from his arms, almost like a squid out of water. Shadow did his best to block out the laughing and the lyrics that were now intruding in his mind as he trudged up the metal stairs…

_ Traveling somewhere…_

_ Could be anywhere…_

_ There's a coldness in the air…_

_ But I don't care…_

_ We drift deeper…_

_ Life goes on…_

_ We drift deeper…_

_ Into the sound…_

Shadow reached the upper level. There were numerous doors along the wall here, most closed, a few open. On this level there appeared to be some uncloaked Legionnaires… metal arms, legs, dreads, glowing red eyes… One group was watching him intently, but Shadow just ignored them as he walked into one of the empty rooms. As he entered, he heard a male from the staring group comment a girl next to him.

"Lucky guy… I don't think I could get you that drunk even if I wanted to."

**COFF!** Someone got smacked. Must have been hard, too, as Shadow had been able to hear it over the music.

_ Traveling somewhere…_

_ Could be anywhere…_

_ There's a coldness in the air…_

_ But I don't care…_

_ We drift deeper into the sound…_

_ Life goes on…_

_ We drift deeper into the sound…_

_ Feelin' strong…_

_ So bring it on…_

**Click.** Shadow closed the door behind him with a foot; it was much quieter now… the room seemed somewhat soundproof.

The room was decorated quite strangely; it was dark, very futuristic and modern. It was bare except for an armchair, and two sofas with a table between them, and there was more brushed aluminum and cement decor. The walls were a dark red, and the fine carpet a creamy white. Shadow didn't bother to look for a light switch. He could manage fine now that he had been in the dark for so long.

Shadow carefully laid Juli-Su on the stiff looking armchair. Her head flopped back over one arm of the chair, legs hanging over the other, and she occasionally twitched or muttered incoherent things in her drunken slumber.

Seeing his job was done, Shadow almost turned to leave, but the sight of her, so serene and prone, drool and all, stirred something in him.

He didn't realize it yet, but the emerald in his hand was getting dangerously close to the point where the energy would expand and try to move through other objects – in this case, up his arm and to his head. At present he was holding it so tightly that his hand was numb, and so didn't feel a thing. His mind was too preoccupied with other thoughts anyway.

Juli gave a slight moan a she turned over on her side, which made Shadow stiffen subtly for a moment.

What was this feeling… this feeling he now felt when females were near… when they touched him or spoke a certain way… when Juli made eye contact with him, or when Rouge simply enveloped him in that strange aura of her's. Even Amy, annoying and bizarre as he found her, had tapped him into it.

_It was not love_… he recognized that particular feeling as a completely different emotion – one he had shared with only Maria… and she was now gone.

Whatever it was, it made his blood surge uncontrollably, and he didn't like the idea of _not_ being in control one iota.

Shadow stooped down so his eyes were even with the Legionnaire's face. There was something about her… something strange. What he had felt pass between them during the awkward moments of eye contact, could only be described as an understanding.

'An understanding of what?' he thought, intrigued as he watched her breathe, 'What could this alcoholic echidna possibly understand about me?" his eye caught something red in her hand, and he looked over at it.

'Blood?' he hesitantly opened Juli's loosely clenched fist.

Indeed, there was a small, blotchy line of blood seeping across the palm of her glove.

'From the fight with the Guardian?' reasoned one side of his head.

'No… it wasn't there before… not when Metal Sonic had her dangling from his claws. This was more recent.' the other side of his head remembered.

'Then where did it come from?' pressed the fist side.

'Who cares?' passed off the second, 'None of my concern.' and with that he dropped Juli's hand.

As he stood up straight and started for the door, the first side finally kicked in again, 'Just curious.'

Shadow reached for the handle of the door. There was a push lock on the small, chromed lever. He opened the door a crack, pushed the button in so it would lock from the inside when he left, and started to open the door wider, letting music flood into the room. …but something else flowed into the room as well.

Before even Shadow's sharp reflexes and sense of reason could bounce back, a voice cried, "_YA!_"

**SWOOSH!** A white boot missed shadow's head by a mere inch when he ducked, but by that it succeeded in forcing him back into the dimly lit room.

The music outside picked up at this point, etching through the room, like a soundtrack to his bloody, pain-filled life.

**WHAM!** But two hands caught him off guard and pushed him against the wall. He heard a hissing, and felt a sudden, severe stinging in his eyes and was forced to close them. Mace?

"_Fuc-mmpfffh!_" Shadow's senses finally clicked back into gear with the burning in his eyes, but before he could make an outcry, a slender hand was forced to his mouth.

"Well hello there…" cooed a positively juicy voice.

Shadow bristled rapidly and almost jumped out of his fur as he felt the attacker grab him by the hips and press themselves against him. He opened his watering eyes a painful crack, tears seeping out over his eyelids and streaming down his face; the blurred shape of the ears confirmed his belief of who it was.

"_Rouge_…" he growled in his deepest, darkest voice as he felt her reach around and grab the base of his tail, "_Stop that!_" Why did they insist on grabbing his tail?

She obeyed, but complained teasingly, "Oooh… touchy." she slowly drew her hand up his thigh, over his hip, and instead put her hand around his that was holding the red emerald.

With a swift, unexpected swipe of his hand and a rapid shifting of his feet, he slammed her against the wall, pinning her instead, his free hand clamped tight around her neck.

"Gaak!" Rouge couldn't breathe, and the trapped blood was quickly making her face flush.

He needed to deal with her quickly. Already he could feel the pheromones getting to his head, but he didn't plan on sticking around much longer. He blinked rapidly to clear his searing eyes; they were burning so badly that he would rather be grinding them out of his head.

"I'm tired of saying this to you people! _Hands off!_" and so he dropped her, letting her fall a mere foot to her feet. He stated coldly, "You attack me. You violate me. I need nothing from you. Leave me alone."

Though she had managed to catch him off-guard, Shadow didn't feel particularly threatened by Rouge. He turned and started feeling along the wall towards the door; eyes winced shut, as Rouge took a moment to rub her neck.

'So you wanna play it rough, do ya?' she thought, creeping up behind him and baring her long, sharp fangs, '…play hard-to-get?'

Shadow was about to reach for the door handle (the door had not fully closed when Rouge had entered, and so the music persisted), but Rouge grabbed his arm. He rounded on her furiously, fist coming around for a blind punch, but she ducked under it… her mouth was suddenly at his shoulder. She bit down with her long bat fangs.

_ Embrace me…_

_ Surround me…_

_ As the rush comes…_

"_Arraah!_" Shadow forced down a louder cry with a stifled whimper and clenched teeth as he pushed her away violently with his arm and foot. He pressed a hand to his new wound. Rouge calmly allowed this and stepped back to admire her work… it was already taking effect. She removed the small coverings she had over her fangs – one of them had contained a strange serum.

Shadow held his neck as he slumped back against the wall, his senses blurring, his strength weakening, "Wha… what was in there?" he slid down the wall with heavy breathing and a stifled groan, "What the hell did you shoot me with! Drugs aren't supposed to… affect me!" his arm slid to the floor as well.

_…as the rush comes…_

"Really?" Rouge exclaimed, thought for a moment about that, then said, "That was another lie from your dictated past I suppose." she put a hand on her hip as she watched the muscles in his arms and legs twitch faintly, "'Cause from here, baby, it looks to me like you're headed towards…" she started to walk towards him, "…a much more relaxed… _calmer_ mindset." she knelt in font of his quickly drooping head, "You're impossible to deal with otherwise." she tilted her head to one side and appeared nonchalant as she pushed his ever bowing head back against the wall so she could see his face, "Tell me… how do you feel?"

It almost appeared as if all the alcohol he had previously consumed was actually taking effect… his face was shiny red, as if he had a raging fever. Though the shine may have just been from the tears wetting his face.

Shadow strenuously opened his eyes… the white part of his eyes was bright pink from being irritated by the mace, but his scarlet irises flashed brighter still. Shakily, painfully, he raised both arms and gave her a rude gesture. As he let his arms fall limply to his side again, the red emerald barely staying in his hand as the back of it hit the ground, he saw Rouge stiffen irately for a moment before he closed his eyes again. He opened his mouth for easier breathing.

"What's the matter? All out of your big, intellectual words, so you have to revert to childish insults?" was Rouge's indignant comeback.

There was a long pause; one where Shadow snickered and smirked, almost not caring what happened to himself at this point. …but his thoughts were a little fuzzy. Was he just going mad? Rouge braced herself, knowing and almost regretting what she had just asked for. Gathering a breath, Shadow retorted, "Well... if you'd prefer." he took a deep breath in preparation for his verbal onslaught, "You are a selfish, jewel molesting, gaudily dressed, self indulgent whore, who seems to be having trouble deciding who is more worthwhile to seduce; the one with the single, big, shiny emerald, or the one with lots of little sparkly emeralds."

**SMACK!** Shadow smirk didn't waver even for a second as a well-placed slap across the face sent his head lolling to one side. He was too busy thinking of how enormously hilarious this all was. It might have been the drugs.

Shadow laughed. It was a deep, warm laugh and Rouge was caught off guard for a moment; Shadow had rarely laughed in the all the time that she had known him, if he had at all.

Rouge wasn't truly bothered by the insult – she knew his smears were honest but she was proud of who she was. She resented that Shadow had the nerve to say it that way, however.

After another pause, he managed to gasp out, "So what's your point, Rouge… why are you… here."

The music outside died down for a moment, like the calm before the storm he was so used to sensing, like the short silence between them as Shadow waited for an answer… and he would get his answer shortly.

Music blared again at Rouge thrust her hands against his shoulders, pinning him to this wall. Nervous about what she was going to do next, Shadow squirmed helplessly under her as she crawled into his lap and pressed her mouth to his in a long kiss.

Inside, Shadow was seething, but in his weakened state he couldn't do anything about this violation of his mouth. It was intoxicating nonetheless… or again was it the drugs?

Rouge drew back and sat on her knees in front of him, "To answer your question, I'm just supposed to get you all tired and take something from you, but…" she eyed him up and down as he started squirming again, "You don't seem to be tired enough just yet." she smiled again as she crawled up to him to steal another kiss, meeting less and less resistance as the drug worked its way into his complex system, his senses dulling and mind darkening. She fluttered her wings with glee – this was something she had wanted to do for a long time.

…and yet he could still hear the music; it was even louder now, pounding in his ears, tune arcing over his brain in crescendos as his heart pumped blood aggressively through his deadened body – his breathing quickened. He pleaded mentally for her to stop as the bizarre lyrics repeated themselves… whispering…

_We drift deeper..._

_Life goes on…_

_We drift deeper…_

…_drift deeper…_

…_as the rush comes…_

What she was doing was an unforgivable violation, and had he been able to move his arms and think more clearly, without a second thought he probably would have flung her across the room at this moment. Still she persisted, thinking she may never have this chance again as she pulled away from him and gently stroked his face with her gloved hand. Her face had an expression of longing, and almost… sadness.

If he had control of his body… if he didn't feel like a slab of pavement… if he didn't feel so drained and utterly, thoroughly tired, he would have writhed in rage. But he couldn't even do that as Rouge took the emerald and walked away. He could only let his head fall to one side as he watched, wide eyed, as blood suddenly splashed all over the floor… up his legs and to his waist… tainting his black fur and the white carpet around him red… then the emerald falling… flashing and spinning as it bounced slightly on the floor spreading fractions of its red light all over the surfaces around it, almost in slow motion… followed by a muffled thump as Rouge's body crumpled to the carpet.

…It appeared that Juli-Su had woken up…

…and she was _quite_ distressed…

From that point on, Shadow couldn't quite understand what was going on. Everything was sort of mashed together in a blurred memory. Sound irritated him like nothing he had ever felt before – he wanted to tear apart the sources of all the noise around him… if he only knew what was around him.

He was mistaken. It was not Juli-Su who had woken and shot Rouge. It had been someone else – an echidna. She was somewhat pretty, but not tough and quirky-pretty like Juli-Su. She was more of a luscious, seductive beauty like Rouge's. …but unfortunately Shadow wasn't fully conscious to think in more detail than that. As he lay on the floor, he thought it was Juli-Su who thrust the emerald into his trembling hands and said with a cold sharpness that nearly matched what he was capable of himself.

"_Warp!_"

"…" Shadow couldn't even gather his thoughts to respond. It felt as if acid was being poured on all his muscles and his brain… he could barely breathe without it being painful.

"I said _warp!_"

**SHCRACK!** He actually found enough energy within himself to wince in further pain as he flinched, twisting and gritting his teeth as he fell over to his side. Though his whole body, physically and mentally, was just one big mass of searing pain. He could feel a new wound open as his skin burst, a tear of warm blood streak across his arm. He had been whipped.

"Do that again! I liked his reaction." chuckled a familiar male voice.

A whip? Recollections of the night's earlier events snapped to his mind… the snow white echidna? …back for revenge for being rejected, and her friend being quilled? Whoever it was it wasn't Juli-Su, and what about the sadistic male voice?

He felt a hand grab the tuft of fur on his chest roughly – the grabber easily pulled him onto the floor on his back, and then lifted his top half up and off the floor - his white fur threatening to be ripped from their hair follicles. He struggled to focus his sore eyes; only blobs of dark, blurred color were before him.

Blue eyes… cobalt blue eyes. Another flash of a memory showed him the black female hedgehog, with her ice blue irises.

"_War-p!_" the voice in front of him spelled it out with phonetic exaggeration.

"…" He tried to find his voice again but no sound came.

He felt himself be thrown to the ground once more. He curled onto his side, nearly into a spiny ball as he flinched at muffled voices around him.

"Damned hedgehog… … … our plans…"

"What if … …"

"We … … … kill …"

"This bat… … … spy… and …"

"Take them both…"

His eardrums twinged irritably as there were numerous footsteps around him. He wanted desperately to cup his hands to his ears, but at the moment found no strength or willpower through his pain. The emerald still clutched in his hands wasn't helping either. It was sending a power rush to his head that he couldn't answer, but also couldn't resist. It was trying to bring him from a low to a high… and in his current state, he preferred low. When he was passed out, he wouldn't have to feel. He was getting rather used to that; it brought a certain comfort.

Shadow then felt himself be lifted into he air by two cloaked Legionnaires – one supporting his shoulders, the other his legs. He shut his eyes and felt himself leaving the room, be carried out onto the second level overhang. The cloaks gently swished around him… the very slight wind on his fur making him ache all over again.

The music had stopped… and instead there was anxious chattering. They were talking so loudly! It was agonizing! Why wouldn't they stop talking? Didn't they feel how painful it is? He could hear every single conversation at once… every word and every voice… every whisper and every yell… and it was driving him even further into madness. He twisted in anguish as he forced his corroded muscles to work, to claw at his head… to drive the damn noise from his sensitive ears. He dropped the emerald, and its sharp pinging as it hit the metallic floor pushed him over the edge. He struggled in his carriers' arms, and he soon fell painfully to the floor as they dropped him, wisely avoiding his spines. On the floor he curled into a ball, holding his head, and now howling mercilessly, every fibre of his being trembling and raked with pain.

**SHCRACK!** The whip again… and even though he had his protective barrier of twisted quills, it somehow broke through with deadly accuracy; he could feel its sting break open a big gash on his back. Whether he needed that or not was unclear, as he suddenly gave up his fight against the pain and calmed, tipping over to his side. He slowly uncurled, allowing the Dark Legion to carry him away.

'That's enough… I'm tired of losing... I'm tried of caring… just accept it...' were his last thoughts as his eyes went blank, as well as his mind.


End file.
